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06/11/2021 Agreement
Monroe County Purchasing Policy and Procedures ATTACHMENT D.5 COUNTY ADMINISTRATOR CONTRACT SUMMARY FORM FOR CONTRACTS LESS THAN$50,000.00 Contract with: The;Law Offices of Antfb Contract# Effective Date: 06/11/2021 Expiration Date: 06/11/2023 Contract Purpose/Description: The planning and Environmental Resources Department wishes to enter into a contract with the Law Offices of Anthony J.Barrows LLC to assist with CDBG-DR grant-funded Voluntary Home Buyout Program. Contract is Original Agreement Contract Amendment/Extension Renewal Contract Manager: Cynthia Guerra 8756 Planning & Env Res'= MS''26 (Name) (Ext.) (Department/Stop #) CONTRACT COSTS Total Dollar Value of Contract: $ Current Year Portion: $ (must be less than$50,000) 45000 (If multiyear agreement then requires BOCC approval,unless the l of as l culnulatk e r1ln ouill is less 111§n Budgeted? Yes❑✓ No❑ Account Codes 125-52025—53A^s--!jw 5& Grant: $ 45000 _-_-_-_- County Match: $ 0 _-_-_-_- ADDITIONAL COSTS Estimated Ongoing Costs: $_/yr For: Not included in dollar value above) (e.g. maintenance,utilities,janitorial, salaries,etc.) Insurance Required: YES ❑✓ NO 0 CONTRACT REVIEW Changes Date In Needed Reviewer Date In Digitally signed by Emily Schemper Department Head Yes No❑✓ Emily Schemper Dats 2021 06 14 13 10 56-04'00' 06/14/2021 County Attorney Yes❑No0 Paunece Scull 06/14/2021 Risk Management Yes❑No0 Maria L. Slavik Dae:20Z906.1508:2 15 o'400' 6/15/2021 O.M.B./Purchasing Yes❑NoW Krista PresnickDete:ly signed,08:41aPre4'00' 06/16/2021 Date:2021.06.16 08:41:21-04'00' Comments: Revised BOCC 10/21/2020 Page 83 of 101 AGREEMENT FOR Real Estate and Closing Services This Agreement ("Agreement") made and entered into this 18th day of June, 2021 by and between Monroe County, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida, 33040, its successors and assigns, hereinafter referred to as "COUNTY," through the Monroe County Board of County Commissioners ("BOCC"), AND The Law Offices of Anthony J Barrows, LLC, a Limited Liability Corporation of the State of Florida, whose address is 540 Key Deer Boulevard, Big Pine Key, Florida, 33043 its successors and assigns, hereinafter referred to as "CONTRACTOR" or"CONSULTANT", WITNESSETH: WHEREAS, COUNTY desires to employ the professional services of CONSULTANT for Real Estate and Closing Services; and WHEREAS, CONSULTANT has agreed to provide professional services which shall include but not be limited to providing Real Estate and Closing Services, which services shall collectively be referred to as the "Project"; NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements stated herein, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, COUNTY and CONSULTANT agree as follows: FORM OF AGREEMENT ARTICLE 1 1.1 REPRESENTATIONS AND WARRANTIES By executing this Agreement, CONSULTANT makes the following express representations and warranties to the COUNTY: 1.1.1 The CONSULTANT shall maintain all necessary licenses, permits or other authorizations necessary to act as CONSULTANT for the Project until the CONSULTANT'S duties hereunder have been fully satisfied; 1.1.2 The CONSULTANT has become familiar with the Project; 1.1.3 The CONSULTANT shall prepare all documentation required by this Agreement in such a manner that they shall be accurate, coordinated and adequate for use in verifying work completed by CONSULTANTs and associated costs and shall be in conformity and comply with all applicable law, codes and regulations. The 1 CONTRACTOR warrants that the documents prepared as a part of this Agreement 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; 1.1.4 The CONSULTANT assumes full responsibility to the extent allowed by law with regards to his performance and those directly under his employ. 1.1.5 The CONSULTANT shall document its progress in performing its work under this Agreement and report its progress to the County on a monthly basis or upon request by the County. The monthly reports will include current status and progress and the expenditure of funds to date. The County will report the Contractor's progress to DEO in accordance with the Federally-Funded CDBG-DR Voluntary Home Buyout Program Subrecipient Agreement. 1.1.6 The CONSULTANT'S services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project. In providing all services pursuant to this agreement, the CONSULTANT 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 CONSULTANT. 1.1.7 At all times and for all purposes under this agreement the CONSULTANT is an independent contractor and not an employee of the Board of County Commissioners for Monroe County or the State of Florida. No statement contained in this agreement shall be construed so as to find the CONSULTANT or any of his/her employees, contractors, servants, or agents to be employees of the Board of County Commissioners for Monroe County or the State of Florida. 1.1.8 The CONSULTANT 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 agreement or with the provision of services or goods under this agreement. 1.1.9 The effective date of this AGREEMENT shall be June 18th , 2021. The term of the AGREEMENT shall be for a two-year period, unless otherwise terminated as provided herein. The COUNTY shall have the option of extending the AGREEMENT in one-year increments for up to two (2) years at the same terms and conditions with approval of the COUNTY'S governing board. Such extension(s) shall be in the form of a written Amendment to the AGREEMENT and shall be executed by both parties. 2 ARTICLE II SCOPE OF BASIC SERVICES 2.1 DEFINITION CONSULTANT'S Scope of Basic Services consists of those described in Attachment A. The period of performance or date of completion, and performance requirements shall be included in Attachment A. The CONSULTANT shall commence work on the services provided for in this Agreement promptly upon receipt of a written notice to proceed from the COUNTY. The notice to proceed will be formalized in the form of Task Order(s). Each Task Order must contain a description of the services to be performed, the time period within which services must be performed ("Completion Date") and the estimated cost, based upon the agreed upon rates, for the services to be performed under the Task Order. 2.2 CORRECTION OF ERRORS, OMISSIONS, DEFICIENCIES The CONSULTANT shall, without additional compensation, promptly correct any errors, omissions, deficiencies, or conflicts in the work product of the CONSULTANT or its subcontractors, or both. 2.3 NOTICE REQUIREMENT All written correspondence to the COUNTY shall be dated and signed by an authorized representative of the CONSULTANT. Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage pre-paid,to the COUNTY by certified mail, return receipt requested, to the following: Monroe County Voluntary Home Buyout Program Cynthia Guerra 102050 Overseas Highway Key Largo, Florida 33037 And: Mr. Roman Gastesi, Jr. Monroe County Administrator 1100 Simonton Street, Room 2-205 Key West, Florida 33040 For the CONSULTANT: Anthony J. Barrows, Esq. The Law Office of Anthony J. Barrows 540 Key Deer Blvd. Big Pine Key, FL 33043 305-872-1050 3 ARTICLE III ADDITIONAL SERVICES 3.1 The services described in this Article III may be provided by the CONSULTANT (which are set forth below for example purposes only) and are not included in Basic Services. If requested by the COUNTY they shall be paid for as an addition to the compensation paid for the Basic Services but should be in accordance with the agreed upon rates and only if approved by the COUNTY before commencement. a. Providing services of CONSULTANT for other than the previously listed scope of work for the Project provided as a part of Basic Services. b. Providing any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted Real Estate Law and Closing Services. c. Providing representation before public bodies in connection with the Project, upon approval by COUNTY. If Additional Services are required, such as those listed above, the COUNTY shall issue a letter requesting and describing the requested services to the CONSULTANT. The CONSULTANT shall respond with a fee proposal to perform the requested services. Only after receiving an amendment to the Agreement and a notice to proceed from the COUNTY, shall the CONSULTANT proceed with the Additional Services. ARTICLE IV COUNTY'S RESPONSIBILITIES 4.1 The COUNTY shall provide full information regarding requirements for the Project. 4.2 The COUNTY shall designate a representative to act on the COUNTY's behalf with respect to the Project. The COUNTY or its representative shall render decisions in a timely manner pertaining to documents submitted by the CONSULTANT in order to avoid unreasonable delay in the orderly and sequential progress of the CONSULTANT'S services. 4.3 Prompt written notice shall be given by the COUNTY and its representative to the CONSULTANT if they become aware of any fault or defect in the Project or non- conformance with the Agreement Documents. Written notice shall be deemed to have been duly served if sent pursuant to paragraph 2.3. 4.4 The COUNTY shall furnish the required information and services and shall render approvals and decisions as expeditiously as necessary for the orderly progress of the CONSULTANT'S services and work of the contractors or other consultants. 4.5 The COUNTY's review of any documents prepared by the CONSULTANT or its 4 subcontractors shall be solely for the purpose of determining whether such documents are generally consistent with the COUNTY's criteria, as, and if, modified. No review of such documents shall relieve the CONSULTANT of responsibility for the accuracy, adequacy, fitness, suitability or coordination of its work product. 4.6 The COUNTY shall provide copies of necessary documents required to complete the work. 4.7 Any information that may be of assistance to the CONSULTANT that the COUNTY has immediate access to will be provided as requested. ARTICLE V INDEMNIFICATION AND HOLD HARMLESS The CONSULTANT covenants and agrees to indemnify, hold harmless and defend COUNTY, its commissioners, officers, employees, agents and servants from any and all claims for bodily injury, including death, personal injury, and property damage, including damage to property owned by Monroe County, and any other losses, damages, and expenses of any kind, including attorney's fees, court costs and expenses, which arise out of, in connection with, or by reason of services provided by CONSULTANT or its Subcontractor(s) in any tier, occasioned by the negligence, errors, or other wrongful act or omission of the CONSULTANT, its Subcontractor(s) in any tier, their officers, employees, servants and agents. In the event that the completion of the project (to include the work of others) is delayed or suspended as a result of the CONSULTANT's failure to purchase or maintain the required insurance, the CONSULTANT shall indemnify COUNTY from any and all increased expenses resulting from such delay. Should any claims be asserted against COUNTY by virtue of any deficiency or ambiguity in the plans and specifications provided by the CONSULTANT, the CONSULTANT agrees and warrants that CONSULTANT hold the County harmless and shall indemnify it from all losses occurring thereby and shall further defend any claim or action on the COUNTY's behalf. The first ten dollars ($10.00) of remuneration paid to the CONSULTANT is consideration 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 agreement. This indemnification shall survive the expiration or earlier termination of the Agreement. DEO INDEMNIFICATION To the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the Agency (COUNTY), the State of Florida, Department of Economic Opportunity, and its officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the 5 negligence, recklessness or intentional wrongful misconduct of the CONTRACTOR and persons employed or utilized by the CONTRACTOR in the performance of this Contract. This indemnification shall survive the termination of this Contract. Nothing contained in this paragraph is intended to nor shall it constitute a waiver of the State of Florida and the Agency's (COUNTY's) sovereign immunity. ARTICLE VI PERSONNEL 6.1 PERSONNEL The CONSULTANT shall assign only qualified personnel to perform any service concerning the project.At the time of execution of this Agreement, the parties anticipate that the following named individuals will perform those functions as indicated: NAME FUNCTION Anthony J. Barrows Attorney At Law So long as the individuals named above remain actively employed or retained by the CONSULTANT, they shall perform the functions indicated next to their names. If they are replaced the CONSULTANT shall notify the COUNTY of the change immediately. ARTICLE VII COMPENSATION 7.1 PAYMENT SUM 7.1.1 The COUNTY shall pay the CONSULTANT in current funds for the CONSULTANT'S performance of this Agreement based on rates negotiated and agreed upon and shown in Attachment B. The maximum amount due to CONTRACTOR shall not in any event exceed the spending cap in this Agreement, which is $45,000.00. 7.2 PAYMENTS 7.2.1 For its assumption and performances of the duties, obligations and responsibilities set forth herein, the CONSULTANT shall be paid monthly. (A) If the CONSULTANT'S duties, obligations and responsibilities are materially changed by amendment to this Agreement after execution of this Agreement, compensation due to the CONSULTANT shall be equitably adjusted, either upward or downward; (B) As a condition precedent for any payment due under this Agreement, the 6 CONSULTANT shall submit monthly, unless otherwise agreed in writing by the COUNTY, a proper invoice to COUNTY requesting payment for services properly rendered and reimbursable expenses due hereunder. The CONSULTANT'S invoice shall describe with reasonable particularity the service rendered. The CONSULTANT'S invoice shall be accompanied by such documentation or data in support of expenses for which payment is sought at the COUNTY may require, including but not limited to back up documentation sufficient for reimbursement of expenses by Florida Department of Economic Opportunity, U.S. Department of Housing and Urban Development or other governmental agencies. (C) Payment shall be made pursuant to the Local Government Prompt Payment Act, 218.70, Florida Statute. 7.3 REIMBURSABLE EXPENSES Rates shall be inclusive of all reimbursable expenses. 7.4 BUDGET 7.4.1 The CONSULTANT 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 each fiscal year (October 1 - September 30) by 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. 7.4.2 The COUNTY's performance and obligation to pay under this Agreement 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 its duration. ARTICLE VIII INSURANCE 8.1 The CONSULTANT shall obtain insurance as specified and maintain the required insurance at all times that this Agreement is in effect. In the event the completion of the project (to include the work of others) is delayed or suspended as a result of the CONSULTANT'S failure to purchase or maintain the required insurance, the CONSULTANT shall indemnify the COUNTY from any and all increased expenses resulting from such delay. 8.2 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. 8.3 CONSULTANT shall obtain and maintain the following policies: 7 A. Workers' Compensation insurance as required by the State of Florida, sufficient to respond to Florida Statute 440. B. In addition, the Contractor will obtain Employers' Liability Insurance with limits of not less than: $500,000 Bodily Injury by Accident; $500,000 Bodily Injury by Disease, policy limits; $500,000 Bodily Injury by Disease, each employee. C. Professional Liability Insurance with limits of$500,000 per occurrence; $1,000,000 aggregate. D. Comprehensive business automobile and vehicle liability insurance covering claims for injuries to members of the public and/or damages to property of others arising from use of motor vehicles, including onsite and offsite operations, and owned, hired or non-owned vehicles,with Three Hundred Thousand ($300,000.00) combined single limit; if split limit $200,000 per person, $300,000 per occurrence; $200,000 property damage. E. General liability, including Personal Injury Liability, covering claims for injuries to members of the public or damage to property of others arising out of any covered act or omission of the CONSULTANT or any of its employees, agents or subcontractors or subcontractors, including Premises and/or Operations, Products and Completed Operations, Independent Contractors; Broad Form Property Damage and a Blanket Contractual Liability Endorsement with Five Hundred Thousand ($500,000) combined single limit. An Occurrence Form policy is preferred. If coverage is changed to or provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported must extend for a minimum of 48 months following the termination or expiration of this contract. F. COUNTY shall be named as an additional insured with respect to CONSULTANT'S liabilities hereunder in insurance coverages identified in Paragraphs C and D. G. CONSULTANT shall require its subcontractors to be adequately insured at least to the limits prescribed above, and to any increased limits of CONSULTANT if so required by COUNTY during the term of this Agreement. COUNTY will not pay for increased limits of insurance for subcontractors. H. CONSULTANT shall provide to the COUNTY certificates of insurance or a copy of all insurance policies including those naming the COUNTY as an additional insured. The COUNTY reserves the right to require a certified copy of such policies upon request. I. If the CONSULTANT participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the CONSULTANT may be required to submit updated financial statements from the fund upon request from the COUNTY. J. The State of Florida shall be furnished with a certificate of insurance, which shall 8 provide that such insurance shall not be changed or canceled, without ten days prior written notice to the State of Florida. Certificates of Insurance shall be delivered to the State of Florida prior to the commencement of the agreement. THE POLICY SHALL LIST THE STATE OF FLORIDA AS CO-INSURED OR ADDITIONAL INSURED ARTICLE IX MISCELLANEOUS 9.1 SECTION HEADINGS Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. 9.2 OWNERSHIP OF THE PROJECT DOCUMENTS The documents prepared by the CONSULTANT for this Project belong to the COUNTY and may be reproduced and copied without acknowledgement or permission of the CONSULTANT. 9.3 SUCCESSORS AND ASSIGNS The CONSULTANT shall not assign or subcontract its obligations under this agreement, except in writing and with the prior written approval of the Board of County Commissioners for Monroe County and the CONSULTANT, which approval shall be subject to such conditions and provisions as the Board 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 agreement. 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. DEO directs that the Contractor or Sub-recipient/Monroe County shall not assign or transfer any interest in this Agreement without the prior written consent of the Grantee/DEO thereto; provided, however, that claims for money due or to become due to the contractors from the Grantee/DEO under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the Grantee/DEO. 9.4 NO THIRD-PARTY BENEFICIARIES Nothing contained herein shall create any relationship, contractual or otherwise, with or any rights in favor of, any third party. 9.5 TERMINATION A. In the event that the CONSULTANT shall be found to be negligent in any aspect of 9 service, the COUNTY shall have the right to terminate this agreement after five (5) days' written notification to the CONSULTANT. B. Either of the parties hereto may cancel this Agreement without cause by giving the other party thirty (30) days written notice of its intention to do so. C. Termination for Cause and Remedies: In the event of breach of any contract terms, the COUNTY retains the right to terminate this Agreement. The COUNTY may also terminate this agreement for cause with CONTRACTOR should CONTRACTOR fail to perform the covenants herein contained at the time and in the manner herein provided. In the event of such termination, prior to termination, the COUNTY shall provide CONTRACTOR with five (5) calendar days' notice and provide the CONTRACTOR with an opportunity to cure the breach that has occurred. If the breach is not cured, the Agreement will be terminated for cause. If the COUNTY terminates this agreement with the CONTRACTOR, COUNTY shall pay CONTRACTOR the sum due the CONTRACTOR under this agreement prior to termination, unless the cost of completion to the COUNTY exceeds the funds remaining in the contract; however, the COUNTY reserves the right to assert and seek an offset for damages caused by the breach. In addition, the COUNTY reserves all rights available to recoup monies paid under this Agreement, including the right to sue for breach of contract and including the right to pursue a claim for violation of the COUNTY's False Claims Ordinance, located at Section 2-721 et al. of the Monroe County Code. D. Termination for Convenience: The COUNTY may terminate this Agreement for convenience, at any time, upon one thirty (30) days' notice to CONTRACTOR. If the COUNTY terminates this agreement with the CONTRACTOR, COUNTY shall pay CONTRACTOR the sum due the CONTRACTOR under this agreement prior to termination, unless the cost of completion to the COUNTY exceeds the funds remaining in the contract. E. For Contracts of any amount, if the County determines that the Contractor/Consultant has submitted a false certification under Section 287.135(5), Florida Statutes or has been placed on the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel, the County shall have the option of (1) terminating the Agreement after it has given the Contractor/Consultant written notice and an opportunity to demonstrate the agency's determination of false certification was in error pursuant to Section 287.135(5)(a), Florida Statutes, or (2) maintaining the Agreement if the conditions of Section 287.135(4), Florida Statutes, are met. For Contracts of $1,000,000 or more, if the County determines that the Contractor/Consultant submitted a false certification under Section 287.135(5), Florida Statutes, or if the Contractor/Consultant has been placed on the Scrutinized Companies with Activities in the Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria, the County shall have the option of(1) terminating the Agreement after it has given the Contractor/Consultant written notice and an opportunity to demonstrate the agency's determination of false certification was in 10 error pursuant to Section 287.135(5)(a), Florida Statutes, or (2) maintaining the Agreement if the conditions of Section 287.135(4), Florida Statutes, are met. F. Termination of the agreement may occur If the federal award for this program is terminated. The COUNTY will provide notice of such termination in writing to the CONSULTANT. The COUNTY will be only pay for services rendered prior to the Notice of termination. 9.6 CONTRACT DOCUMENTS This contract consists of the Proposal Statement, any addenda,the Form of Agreement (Articles I-IX), the CONSULTANT'S response to the request for quotes, the documents referred to in the Form of Agreement as a part of this Agreement, and attachments A- Scope of Services and_Pricing- Compensation and Rates, and modifications made after execution by written amendment. In the event of any conflict between any of the Contract documents, the one imposing the greater burden on the CONSULTANT will control. 9.7 PUBLIC ENTITIES CRIMES 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 Agreement, CONSULTANT represents that the execution of this Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of this section shall result in termination of this Agreement and recovery of all monies paid hereto and may result in debarment from COUNTY's competitive procurement activities. In addition to the foregoing, CONSULTANT 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 CONUSULTANT has been placed on the convicted vendor list. CONSULTANT will promptly notify the COUNTY if it or any subcontractor or CONSULTANT is formally charged with an act defined as a "public entity crime" or has been placed on the convicted vendor list. 11 9.8 MAINTENANCE AND RETENTION OF RECORDS, ACCESS TO RECORDS AND RIGHT TO AUDIT CONSULTANT shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Records shall be retained for a period of seven years from the termination of this agreement or for a period of Three (3) years from the submission of the final expenditure report as per 24 CFR §570.502(a)(7)(ii) and 2 CFR 200.333, whichever is greater. (See below Record Retention Requirements). Any audit working papers must be available upon request for a period of six (6) years from the date DEO issues the final closeout of the Federally Funded CDBG-DR Voluntary Home Buyout Program Subrecipient Agreement, unless it is extended by DEO. Each party to this Agreement or its authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for four years following the termination of this Agreement. If an auditor employed by the COUNTY or Clerk determines that monies paid to CONSULTANT pursuant to this Agreement were spent for purposes not authorized by this Agreement, or were wrongfully retained by the CONSULTANT, the CONSULTANT shall repay the monies together with interest calculated pursuant to Sec. 55.03, of the Florida Statutes, running from the date the monies were paid by the COUNTY. Record Retention Requirements: In accordance with 2 CFR 200.333, the Contractor agrees financial records, supporting documents, statistical records, and all other Contractor records pertinent to a Federal award shall be retained for a period of three years from the date of submission of the final expenditure report or, for Federal awards that are renewed quarterly or annually, from the date of the submission of the quarterly or annual financial report, respectively, as reported to the Federal awarding agency or the State of Florida in the case of a sub-recipient. Federal awarding agencies and the State of Florida may not impose any other record retention requirements upon Contractor. The only exceptions are the following: (a) If any litigation, claim, or audit is started before the expiration of the 3-year period, the records must be retained until all litigation, claims, or audit findings involving the records have been resolved and final action taken. (b) When the Contractor or Sub-recipient/County is notified in writing by the Federal awarding agency, cognizant agency for audit, oversight agency for audit, cognizant agency for indirect costs, or State of Florida to extend the retention period. (c) Records for real property and equipment acquired with Federal funds must be retained for three years after final disposition. (d) When records are transferred to or maintained by the Federal awarding agency or the State of Florida, the 3-year retention requirement is not applicable to the Contractor or Sub-recipient. Right to Audit Availability of Records. The records of the parties to this Agreement relating to the Project, which shall include but not be limited to accounting records (hard copy, as well as computer readable data if it can be made available; subcontract files (including proposals of successful and unsuccessful bidders, bid recaps, bidding instructions, 12 bidders list, etc.); original estimates; estimating work sheets; correspondence; change order files (including documentation covering negotiated settlements); backcharge logs and supporting documentation; general ledger entries detailing cash and trade discounts earned, insurance rebates and dividends; any other supporting evidence deemed necessary by County or the Monroe County Office of the Clerk of Court and Comptroller (hereinafter referred to as "County Clerk") to substantiate charges related to this agreement, and all other agreements, sources of information and matters that may in County's or the County Clerk's reasonable judgment have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any contract document (all foregoing hereinafter referred to as "Records") shall be open to inspection and subject to audit and/or reproduction by County's representative and/or agents or the County Clerk. County or County Clerk may also conduct verifications such as, but not limited to, counting employees at the job site, witnessing the distribution of payroll, verifying payroll computations, overhead computations, observing vendor and supplier payments, miscellaneous allocations, special charges, verifying information and amounts through interviews and written confirmations with employees, Subcontractors, suppliers, and contractors' representatives. All records shall be kept for ten (10) years after Final Completion of the Project. The County Clerk possesses the independent authority to conduct an audit of Records, assets, and activities relating to this Project. If any auditor employed by the Monroe County or County Clerk determines that monies paid to Contractor pursuant to this Agreement were spent for purposes not authorized by this Agreement, the Contractor shall repay the monies together with interest calculated pursuant to Section 55.03, F.S., running form the date the monies were paid to Contractor. The right to audit provisions survives the termination of expiration of this Agreement. 9.9 GOVERNING LAW,VENUE, INTERPRETATION, COSTS, AND FEES This Agreement 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 Agreement, COUNTY and CONSULTANT agree that venue shall lie in the 161h Judicial Circuit, Monroe County, Florida, in the appropriate court or before the appropriate administrative body. This agreement shall not be subject to arbitration. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. 9.10 UNCONTROLLABLE CIRCUMSTANCES Any delay or failure of either Party to perform its obligations under this Agreement will be excused to the extent that the delay or failure was caused directly by an event beyond such Party's control, without such Party's fault or negligence and that by its nature could not have been foreseen by such Party or, if it could have been foreseen, was unavoidable: (a) acts of God; (b) flood, fire, earthquake, explosion, tropical storm, hurricane or other declared emergency in the geographic area of the Project; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest in the geographic area of the Project; (d) government order or law in the geographic area of the Project; (e) actions, embargoes, or blockades in effect on 13 or after the date of this Agreement; (f) action by any governmental authority prohibiting work in the geographic area of the Project;(each, a "Uncontrollable Circumstance"). CONTRACTOR'S financial inability to perform, changes in cost or availability of materials, components, or services, market conditions, or supplier actions or contract disputes will not excuse performance by Contractor under this Section. Contractor shall give County written notice within Five (5) days of any event or circumstance that is reasonably likely to result in an Uncontrollable Circumstance, and the anticipated duration of such Uncontrollable Circumstance. Contractor shall use all diligent efforts to end the Uncontrollable Circumstance, ensure that the effects of any Uncontrollable Circumstance are minimized and resume full performance under this Agreement. The County will not pay additional cost as a result of an Uncontrollable Circumstance. The Contractor may only seek a no cost Change Order for such reasonable time as the Owners Representative may determine. 9.11 SEVERABILITY If any term, covenant, condition or provision of this Agreement (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 Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement 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 Agreement would prevent the accomplishment of the original intent of this Agreement. The COUNTY and CONSULTANT agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 9.12 ATTORNEYS FEES AND COSTS The COUNTY and CONSULTANT 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 the Agreement, the prevailing party shall be entitled to reasonable attorney's fees and court costs, as an award against the non-prevailing party, and shall include attorney's fees and courts costs in appellate proceedings. 9.13 BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the COUNTY and CONSULTANT and their respective legal representatives, successors, and assigns. 9.14 AUTHORITY Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. 9.15 CLAIMS FOR FEDERAL OR STATE AID CONSULTANT and COUNTY agree that each shall be, and is, empowered to apply 14 for, seek, and obtain federal and state funds to further the purpose of this Agreement. Any additional conditions imposed as a result of funding that effect the Project will be provided to each party. 9.16 ADJUDICATION OF DISPUTES OR DISAGREEMENTS, DIRECTIVE BY DEO ON BREACHES AND DISPUTE RESOLUTION COUNTY and CONSULTANT agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. The CONSULTANT and COUNTY staff shall try to resolve the claim or dispute with meet and confer sessions. Subject to the Directive by DEO on Breaches and Dispute Resolution below, 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 Agreement or by Florida law. This Agreement is not subject to arbitration. Any claim or dispute that the parties cannot resolve shall be decided by the Circuit Court, 16th Judicial Circuit, Monroe County, Florida. This provision does not negate or waive the provisions of paragraph 9.5 concerning termination or cancellation. Directive by DEO on Breaches and Dispute Resolution (a) Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of the State of Florida Department of Capital Planning and Resiliency's Administrator or designee. This decision shall be final and conclusive unless within [ten (10)] calendar days from the date of receipt of its copy, the Contractor or Sub-recipient mails or otherwise furnishes a written appeal to Administrator or designee. In connection with any such appeal, the Contractor or Sub-recipient/County shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of Administrator or designee shall be binding upon the Contractor or Sub- recipient/County and the Contractor or Sub-recipient/County shall abide by the decision. (b) Performance During Dispute - Unless otherwise directed by to the State of Florida Department of Capital Planning and Resiliency, Contractor or Sub-recipient/County shall continue performance under this Contract while matters in dispute are being resolved. (c) Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefor shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. (d) Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the State of Florida Department of economic opportunity and the Contractor or Sub-recipient arising out of or relating to this agreement or its breach will be decided by arbitration in the State of Florida Department of economic opportunity if the parties mutually agree, or in a court of competent jurisdiction within the State in which the State of Florida Department of economic opportunity is located. 15 (e) Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the State of Florida Department of Capital Planning and Resiliency, Sub-Recipient/County or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. References: 49 CFR Part 18 9.17 COOPERATION In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, COUNTY and CONSULTANT 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 Agreement or provision of the services under this Agreement. COUNTY and CONSULTANT specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 9.18 NONDISCRIMINATION/EQUAL EMPLOYMENT OPPORTUNITY 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 Agreement 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 VII 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 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. 3601 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. 12101 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 14, Article II, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; familial status or age; 11) Florida Civil Rights Act, as amended, Chapter 760, Florida Statutes; 12) Section 109 of title 1 of the Housing 16 and Community Development Act of 1974 (Title 1) (42 U.S.C. 5309); and 13) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. During the performance of this Agreement, the CONTRACTOR, in accordance with Equal Employment Opportunity(30 Fed. Reg. 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, Amending Executive Order 11246 Relating to Equal Employment Opportunity, and implementing regulations at 41 C.F.R. Part 60(Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor). See 2 C.F.R. Part 200, Appendix 11, ¶ C, agrees as follows: 1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. 2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. 3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. 4) The contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 17 5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 7) In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 8) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for non-compliance; provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the contractor may request the United States to enter into such litigation to protect the interests of the United States. In accordance with the subrecipient Agreement with DEO the following equal employment opportunity and civil right requirements apply: a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq ., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or 18 recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements HUD may issue. b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements HUD may issue. c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements HUD may issue. (References: Executive Order 11246 September 24, 1965 as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations 41 CFR chapter 60) d) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. §2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor or Sub- recipient agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor or Sub-recipient agrees to comply with applicable Federal implementing regulations and other implementing requirements HUD may issue. e) The Contractor or Sub-recipient agrees to comply with the non-discrimination in employment and contracting opportunities laws, regulations, and executive orders referenced in 24 CFR 570.607, as revised by Executive Order 13279. The applicable non-discrimination provisions in Section 109 of the HCDA are still applicable. f) The Contractor or Sub-recipient agrees to comply with Title VI of the Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246 as amended by Executive Orders 11375, 11478, 12107 and 12086. (References: 29 U.S.C. § 623, 42 U.S.C. § 2000, 42 U.S.C. § 6102, 42 U.S.C. § 12112,42 U.S.C. § 12132, 49 U.S.C. § 5332, 29 CFR Part 1630, 41 CFR Parts 60 et seq.) 19 9.19 COVENANT OF NO INTEREST CONSULTANT 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 Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. 9.20 CODE OF ETHICS/ CONFLICT OF INTEREST 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. CONTRACTOR/CONSULTANT certifies that there is no present conflict of interest, and that CONTRACTOR/CONSULTANT has no knowledge of any conflict of interest. CONTRACTOR/CONSULTANT are expected to safeguard their ability to make objective, fair, and impartial decisions when performing work for the COUNTY, and therefore may not accept benefits of any sort under circumstances in which it could be inferred by a reasonable observer that the benefit was intended to influence a pending or future decision of theirs, or to reward a past decision. Consultants performing work for the COUNTY should avoid any conduct(whether in the context of business,financial, or social relationships) which might undermine the public trust, whether or not that conduct is unethical or lends itself to the appearance of ethical impropriety. CONTRACTOR/CONSULTANT agrees not to solicit or accept gratuities, unwarranted privileges or exemptions, favors, or anything of value from any firm under consideration for an agreement associated with the Project, and I recognize that doing so may be contrary to statutes, ordinances, and rules governing or applicable to the COUNTY or may otherwise be a violation of the law. Any person who is an employee, agent, consultant, officer, or elected official or appointed official of the State of Florida, or of any of the State's subsidiaries, who exercises or have exercised any functions or responsibilities with respect to CDBG activities assisted, or who are in a position to participate in a decision making process or gain inside information with regard to such activities, may obtain a financial interest or benefit from a CDBG-assisted activity, or have a financial interest in any contract, subcontract, or agreement with respect to a CDBG-assisted activity, or with respect to the proceeds of the CDBG-assisted activity, either for themselves or those with whom they have business or immediate family ties, during their tenure or for one year after such decision making responsibilities have ended. (Reference: 2 CFR 200.112) 9.21 NO SOLICITATION/PAYMENT The CONSULTANT and COUNTY warrant that, in respect to itself, it has neither 20 employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement 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 Agreement. For the breach or violation of the provision, the CONSULTANT agrees that the COUNTY shall have the right to terminate this Agreement 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. 9.22 PUBLIC ACCESS REQUIREMENTS, COPYRIGHT, PATENT, AND TRADEMARK PROPERTY AND INTELLECTUAL PROPERTY Public Records Compliance. CONSULTANT must comply with Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of article I of the Constitution of Florida. The County and CONSULTANT 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 CONSULTANT in conjunction 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 CONSULTANT. Failure of the CONSULTANT 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 CONSULTANT is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the CONSULTANT 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 CONSULTANT 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 CONSULTANT or keep and maintain public records that would be required by the County to perform the service. If the CONSULTANT transfers all public records to the County upon completion of the contract, the CONSULTANT 21 shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the CONSULTANT keeps and maintains public records upon completion of the contract, the CONSULTANT 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 CONSULTANT of the request, and the CONSULTANT must provide the records to the County or allow the records to be inspected or copied within a reasonable time. If the CONSULTANT does not comply with the County's request for records, the County shall enforce the public records contract provisions in accordance with the contract, notwithstanding the County's option and right to unilaterally cancel this contract upon violation of this provision by the CONSULTANT. A CONSULTANT 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 section119.10, Florida Statutes. The CONSULTANT 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 CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT. CONTACT THE CUSTODIAN QF PUBLIC RECORDS. BRIAN BRADLEY AT PHONE# 305-292-3470 BRADLEY- BRIANa-MONROECOUNTY-FL.GOV, MONROE COUNTY ATTORNEY'S OFFICE 1111 12T" Street. SUITE 408. KEY WEST. FL 33040. Copyright, Patent, Trademark Within 30 calendars days of execution of this Agreement, the CONTRACTOR shall disclose all intellectual properties relating to performance of this Agreement which he or she knows or should know could give rise to a patent or copyright. The CONTRACTOR shall retain all rights and entitlements to any pre-existing intellectual property which is so disclosed. Failure to disclose will indicate that no such property exists, and the County and DEO shall have the right to all patents and copyrights which accrue during performance of the Agreement. The State of Florida Department of economic opportunity reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for Federal Government purposes: The copyright in any work developed under the Contract, and to any rights of copyright to which a Contractor, Sub- contractor or a Sub-recipient purchases ownership with grant support. (Reference: 24 CFR Subtitle A. 85.34 Copyrights) Intellectual property. 2 CFR §200.448-Intellectual property shall apply to this Agreement. 22 9.23 NON-WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the CONSULTANT and the COUNTY in this Agreement 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. 9.24 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 Agreement 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. 9.25 LEGAL OBLIGATIONS AND RESPONSIBILITIES Non-Delegation of Constitutional or Statutory Duties. This Agreement 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 Agreement 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. 9.26 NON-RELIANCE BY NON-PARTIES No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the CONSULTANT and the COUNTY agree that neither the CONSULTANT 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 Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 9.27 ATTESTATIONS AND TRUTH IN NEGOTIATION CONSULTANT 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 Agreement by CONSULTANT 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 Agreement are accurate, 23 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 Agreement. 9.28 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 Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 9.29 EXECUTION IN COUNTERPARTS This Agreement 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 Agreement by signing any such counterpart. 9.30 COMPLIANCE WITH LAWS AND REMEDIES FOR NONCOMPLIANCE The CONTRACTOR shall comply with and is bound by all applicable Local, State, and Federal laws, rules and regulations. The following federal laws and regulations will apply to this Agreement: 24 CFR 570, 2 CFR Part 200 Uniform Administrative Requirements, cost Principals and Audit Requirements for Federal Awards (links Attached as Exhibit B, and Federal Register Guidance (82 FR 5591 & 82 FR 36812 and 81 FR 83254) and 83 Federal Register (FR) 5844. All funded activities under this agreement shall meet one of the three National Objectives listed in 24 C.F.R. 570.483(b), (c), and (d) The Community Development Block Grant—Disaster Recovery(CDBG-DR) allocation to the State of Florida is governed by the following laws and regulations: a. The Housing and Community Development Act of 1974; b. Section 312 of the Robert T. Stafford Disaster Relief and Emergency Assistance Act (42 U.S.C.5155), as amended; c. Section 18 of the Small Business Act, as amended (14A U.S.C. 647) 44 CFR 206.191 Duplication of Benefit d. Duplication of Benefits Federal Register, Vol. 76, No.221, November 16,2011 (76 FR 71060)_Public Law 113-2: e. Disaster Relief Appropriations Act, 2013 (at HR 152-34) f. The HUD Federal Register Notice at 78 FR 14329 published March 5, 2013 g. HUD Federal Register Notice at 78 FR 23578 published April 19, 2013 h. HUD Federal Register Notice at 78 FR 76154 published December 16, 2013 24 i. The applicable laws of the State of Florida; and j. By the laws and regulations promulgated by the State for the CDBG-DR program. k. In addition to the citations noted, the CDBG-DR allocation is also subject to"cross- cutting" Federal requirements referenced herein and contained in 2 CFR 200 Sub- p Federal Changes FEDERAL CHANGES: Contractor shall at all times comply with all applicable Federal regulations, policies, procedures and directives, including without limitation those listed directly or by reference in this Contract between the State of Florida Department of economic opportunity and the Contractor or Sub-recipient, as such Federal regulations, policies, procedures and directives may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. Reference: (49 CFR Part 18) Remedies for Noncompliance If a Contractor or sub-recipient/County fails to comply with Federal statutes, regulations or the terms and conditions of a Federal award, the Federal awarding agency or the State of Florida may impose additional conditions, as described in 2 CFR 200.207 Specific conditions. If the Federal awarding agency or the State of Florida determines that noncompliance cannot be remedied by imposing additional conditions, the Federal awarding agency or the State of Florida may take one or more of the following actions, as appropriate in the circumstances: (a) Temporarily withhold cash payments pending correction of the deficiency by the Contractor or Sub-recipient/County or more severe enforcement action by the Federal awarding agency or State of Florida. (b) Disallow (that is, deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance. (c) Wholly or partly suspend or terminate the Federal award. (d) Initiate suspension or debarment proceedings as authorized under 2 CFR part 180 and Federal awarding agency regulations (or in the case of a State of Florida, recommend such a proceeding be initiated by a Federal awarding agency). (e) Withhold further Federal awards for the project or program. (f) Take other remedies that may be legally available. Reference: (2 CFR 200.338) 9.31 FEDERAL CONTRACT REQUIREMENTS The CONTRACTOR and its subcontractors must follow the provisions, as applicable, as set forth in 2 C.F.R. §200.326 Contract provisions and Appendix II to 2 C.F.R. Part 200, as amended, including but not limited to: 9.31.1 Davis-Bacon Act, as amended (40 U.S.C. §§3141-3148). When required by Federal program legislation, which includes emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program and Transit Security Grant Program, all prime construction contracts in excess of $2,000 awarded by non- Federal entities must comply with the Davis-Bacon Act (40 U.S.C. §§3141-3144, and 25 §§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. If applicable, the COUNTY must place a current prevailing wage determination issued by the Department of Labor in each solicitation. The prevailing wages determination issued by the Department of Labor and included in the Request for Proposals will apply. 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. When required by Federal program legislation, which includes emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program and Transit Security Grant Program (it does not apply to other FEMA grant and cooperative agreement programs, including the Public Assistance Program), 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. (1) Contractor. The contractor shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this contract. (2) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clause above and such other clauses as the FEMA may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses. (3) Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. § 5.12. 9.31.2 Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, which includes all FEMA grant and cooperative agreement programs, 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 26 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. 9.31.3 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. 9.31.4 Clean Air Act (42 U.S.C. 7401-7671 q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387). Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. §§7401-7671 q) and the Federal Water Pollution Control Act as amended (33 U.S.C. §§1251-1387) and will report violations to FEMA and the Regional Office of the Environmental Protection Agency (EPA). The Clean Air Act (42 U.S.C. 7401-7671 q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—applies to Contracts and subgrants of amounts in excess of$150,000. 9.31.5 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 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. 9.31.6 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. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the State of Florida Department of Capital Planning and Resiliency. 27 References: (31 U.S.C. 1352 as amended by the Lobbying Disclosure Act of 1995, P.L. 104-65; 49 CFR Part 19, 49 CFR Part 20) 9.31.7Compliance with Procurement of recovered materials as set forth in 2 CFR � 200.322. CONTRACTOR must comply with section 6002 of the Solid Waste Disposal Act, as amended, by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. Other Federal Requirements: 9.31.8 Compliance with Section 3 of the Housing and Urban Development Act of 1968 — The work to be performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968 as amended, 12 U.S.C. 170lu (Section 3), but not in derogation of compliance with Section 7(b). The CONTRACTOR should review the DEO Subrecipient Agreement for further guidance and required forms. The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by Section 3 shall, to the greatest extent feasible, be directed to low and very low-income persons, particularly persons who are grantees of HUD assistance for housing. The parties to this contract agree to comply with HUD's regulations in 24 CFR Part 135, which implement Section 3, together with any implementation requirements or regulations of HUD that apply thereto. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with part 135 of the regulations. The contractor agrees, and shall cause each subcontractor, to send to each labor organization or representative of workers with which the contractor or such subcontractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or worker's representative of the contractor's commitments under this Section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s)taking applications for each of the positions; and the anticipated date the work shall begin. The Agency's Section 3 employment goal is thirty percent (30%) of all new hires. The Agency's Section 3 contracting goal is ten percent (10%) of contract and subcontract value. The contractor agrees, and shall cause each subcontractor to agree, to include this Section 3 clause in every subcontract ($100,000 or more) subject to compliance with 28 regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 provision, upon a finding that the subcontractor is in violation of the regulations in 24 CFR Part 135.The contractor and subcontractors will not subcontract with any subcontractor when the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135. The contractor shall, and will cause each subcontractor to, certify that any vacant employment positions, including training positions, that are filled (a) after the contractor or such subcontractor is selected but before the contract is executed, and (b) with persons other than those to whom the regulations of 24 CFR Part 135 require employment Subgrantee Agency Workbook APPENDICES Page 56 Mandatory Section 3 Language for Contracts Covered by Section 3 opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR Part 135. Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. The contactor shall, and will require each subcontractor to, submit a monthly report to the Agency tracking Section 3 employment and contracting goals. With respect to work performed in connection with Section 3 covered Indian housing assistance, Section 7(b) of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this contract. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian-owned Economic Enterprises. Parties to this contract that are subject to the provision of Section 3 and Section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with Section 7(b). 9.31.9 Americans with Disabilities Act of 1990, as amended (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. 9.31.10 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 Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The COUNTY and its CONTRACTOR agree to ensure that DBE's have the opportunity to participate in the performance of this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with 2 C.F.R. § 200.321 (as set forth in detail below), 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 Agreement. 29 2 C.F.R. � 200.321 CONTRACTING WITH SMALL AND MINORITY BUSINESSES, WOMEN'S BUSINESS ENTERPRISES, AND LABOR SURPLUS AREA FIRMS a. If the CONTRACTOR, with the funds authorized by this Agreement, seeks to subcontract goods or services, then, in accordance with 2 C.F.R. §200.321, the CONTRACTOR shall take the following affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used whenever possible. b. Affirmative steps must include: (1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; (5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. (6) Requiring the Prime contractor, if subcontractor are to be let, to take the affirmative steps listed in paragraph (1) through (5) of this section. 9.31.11 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 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 during the Contract term. 9.31.13 Logo and Flags: Contractor shall not use the Department of Housing and Urban Development (HUD) seal(s), logos, crests, or reproduction of flags or likeness of HUD agency officials without specific approval. 9.31.14 Changes to Contract: The Contractor understands and agrees that any cost resulting from a change or modification, change order, or constructive change of the agreement must be within the scope of any Federal grant or cooperative agreement that may fund this Project and be reasonable for the completion of the Project. Any contract change or modification, change order or constructive change must be approved in writing by both the COUNTY and Contractor. 9.32 DEO requirements 9.32.1 If any portion of this agreement is funded by the Florida Department of Economic Opportunity, The CONTRACTOR will be bound by the terms and conditions of the Federally-Funded Community Development Subaward and Grant Agreement 30 between COUNTY and the Florida Department of Economic Opportunity (DEO) (Attached Hereto as Exhibit A). 9.32.2 The CONTRACTOR shall hold DEO and COUNTY harmless against all claims of whatever nature arising out of the CONTRACTOR's performance of work under this Agreement, to the extent allowed and required by law. 9.32.3 Religious Activities: The Contractor or Sub-recipient agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570.2000), such as worship, religious instruction, or proselytization. Applicable to Professional Services Contracts 1. Inspection of Records All Contractor records with respect to any matters covered by this agreement shall be made available to the Grantee, grantor agency, and the Comptroller General of the United States or any of their authorized representatives, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the contractors within 30 days after receipt by the contractors. Failure of the Contractor to comply with the above inspection requirements will constitute a violation of this contract and may result in Remedies for Non- Compliance or Termination as provided for in the Contract. 2. State's Section 3 Plan The State of Florida requires the Contractor and all applicable sub-contractors to follow the State's Section 3 requirements as defined by the State's Section 3 Plan. 3. Minority Owned, Woman Owned or Section 3 Business Utilization The State of Florida requires the Contractor meet or exceeds the Contractors stated proportional use of Minority Owned, Woman Owned or Section 3 Business that the Contractor stated in responding to the Request for Proposals or Request for Qualification. The Contractor understands and agrees that failure to meet this requirement may result in termination or such other sanctions as may be solely determined by the State. TERMINATION AND DEBARMENT PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS 31 U.S.C. 3801 et seq., 49 CFR Part 31 18 U.S.C. 1001, 49 U.S.C. 5307 The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § § 3801 et seq . and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate. 31 The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal Assurances originally awarded by HUD, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal Assurances provided by HUD. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT) 49 CFR Part 29, Executive Order 12549 (over $25,000) Instructions for Certification By Signing and submitting this bid, the prospective lower tier participant is providing the singed certification set out below: The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the State of Florida Department of economic opportunity may pursue available remedies, including suspension and/or debarment. The prospective lower tier participant shall provide immediate written notice to the State of Florida Department of economic opportunity if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "persons," "lower tier covered transaction," "principal," "Contractor," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549 [49 CFR Part 29]. You may contact the State of Florida Department of economic opportunity for Assurances in obtaining a copy of those regulations. The prospective lower tier participant agrees by submitting this bid that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized in writing by the State of Of Florida Department of Capital Planning and Resiliency. The prospective lower tier participant further agrees by submitting this bid that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transaction", without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its 32 principals. Each participant may, but is not required to, check the Non-procurement List issued by U.S. General Service Administration. Nothing contained in the foregoing shall be construed to require establishment of system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. Except for transactions authorized under Paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to all remedies available to the Federal Government, the State of Florida Department of economic opportunity may pursue available remedies including suspension and/or debarment. "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transaction" The prospective lower tier participant certifies, by submission of this bid, that neither it nor its "principals" [as defined at 49 C.F.R. §29.105(p)] is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. When the prospective lower tier participant is unable to certify to the statements in this certification, such prospective participant shall attach an explanation to this bid. (2) Land Covenants This contract is subject to the requirements of Title VI of the Civil Rights Act of 1964 (P. L. 88- 352) and 24 CFR 570.601 and 570.602. In regard to the sale, lease, or other transfer of land acquired, cleared or improved with assistance provided under this contract, the contractors shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land, or in any improvements erected or to be erected thereon, providing that the Grantee and the United States are beneficiaries of and entitled to enforce such covenants. The contractors, in undertaking its obligation to carry out the program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate. (3) Section 504 The contractor agrees to comply with all Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), which prohibits discrimination against the individuals with disabilities or handicaps in any Federally assisted program. The Grantee shall provide the contractors with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement. (4) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal Assurances provided by HUD, modified only if necessary to identify the affected parties. AFFIRMATIVE ACTION 33 Approved Plan The contractors agrees that it shall be committed to carry out pursuant to the Grantee's specifications an Affirmative Action Program in keeping with the principles as provided in President's Executive Order 11246 of September 24, 1966. The Grantee shall provide Affirmative Action guidelines to the contractors to assist in the formulation of such program. Women and Minority Owned Businesses The contractors will use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this contract. As used in this contract, the terms "small business" means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended (15 U.S.C. 632), and "minority and women's business enterprise" means a business at least fifty- one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are Afro-Americans, Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian-Americans, and American Indians. The contractors may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation. C. Notifications The contractors will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or worker's representative of the contractors commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. D. Subcontract Provisions The contractors will include the provisions of Paragraphs X.A, Civil Rights, and B, Affirmative Action, in every subcontract or purchase order, specifically or by reference, so that such provisions will be binding upon each of its own contractors or subcontractors. COPELAND "ANTI-KICKBACK" 40 U.S.C. § 276c (1999), 29 C.F.R. § 3 (1999), 29 C.F.R. § 5 (1999) The contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract, specifically Davis Bacon Act. CONTRACT WORK HOURS AND SAFETY STANDARDS 40 U.S.C. §§ 327 -333 (1999), 29 C.F.R. § 5 (1999), 29 C.F.R. § 1926 (1998) Overtime requirements - No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. Violation; liability for unpaid wages; liquidated damages- In the event of any violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of$10 for each calendar 34 day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section. Withholding for unpaid wages and liquidated damages - the State of Florida Department of economic opportunity shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section. Subcontracts - The contractor or subcontractor shall insert in any subcontracts the clauses set forth in this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section. Payrolls and basic records - (i) Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work (or under the United States Housing Act of 1937, or under the Housing Act of 1949, in the construction or development of the project). Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis-Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. The Remainder of this Page Intentionally Left Blank 35 IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly authorized representative on the day and year first above written. COUNTY ADMINISTRATOR MONROE COUNTY, FLORIDA By: Monroe County Administrator Title COhITR TOR )", By: Title"142rV OI COUNTY ATTORNEY r I- ' AP RO AS PO FORM: YQ STATE OF: G2- sN' ASSISTANT couN�r vxr ArToR.NEY 06/11/21 COUNTY OF: r a, r Subscribed and sworn to or affirmed) before me, by means of physical presence or ❑ online notarization, on jvhe -- (date) by ! (name of affiant). He/She is �nafln o me or has produced (type of identification) as identification. NOTARY PUBLIC My Commission Expires: ""•., JACQUELINE SQUILLETS MY COMMISSION#GG 925081 END OF AGREEMENT '' �F EXPIRES:November 16,2023 [+° Bonded Thru NAvy Publk Und,m t m I III36 AGREEMENT FOR REAL ESTATE AND CLOSING SERVICES -ATTACHMENT A SCOPE OF WORK The Monroe County VHBP is requesting Real Estate and Closing Services from qualified professionals related to the acquisition of real property. Currently, the County has identified approximately 60 residential parcels for the first phase of the VHBP. The number of parcels qualified to participate in the VHBP may increase or decrease. The selected CONTRACTOR is required to be familiar with and shall be responsible for complying with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work and the environment. The services required include, but are not limited to: • Performing title research, title searches and obtaining title insurance • Identifying all persons/entities holding claims, liens or judgments of any type against the parcel, along with a description of the claim/lien/judgment and the book/page where the claim/lien/judgment is recorded • Preparing deeds and other required property documents and information to complete a closing (such as closing statements, legal description, exact address and Monroe County Real Estate Parcel number) • Preparation of all necessary closing documents • Conducting closing activities on approximately 40 parcels to complete property acquisitions, including coordination of mortgage payoffs, tax escrows, disbursement of funds, and other matters required to convey clear title • Recoding deeds and other instruments required to perfect title • Recording a restrictive covenant or other deed restriction for selected parcels, in perpetuity, that provides for the proper land use that is compatible with open space, recreation, or floodplain and wetlands management practices pursuant to 83 Fed. Reg. 5863. (The deed restriction will be prepared by the County and must be recorded on any real property or facility, excluding easements, acquired with CDBG-DR funds. This restriction shall limit the use of that real property or facility to the allowable uses stated in the subrecipient agreement and require that title shall remain in the name of Monroe County. Such deed restriction shall be made a part of the public records in the Clerk of the Court in and for Monroe County.) • Providing escrow services • Providing post settlement documents and filing receipts • Providing timely completion of the legal and title services. Although the County has not finalized the overall acquisition schedule, vendors should expect that work must be completed no later than 45 calendar days of the Notice to Proceed on a given property. • Providing related services as directed Real Estate and Closing Services conducted by an attorney on behalf of the CONTRACTOR must be a member in good standing with the Florida Bar. These services will be funded under the Federally-Funded Subrecipient Agreement between the County and the Florida Department of Economic Opportunity (DEO), and available at htts://www.monroecounty- fl.gov/1133/Voluntary ome-Buyout-Program. The selected CONTRACTOR is bound by the terms and conditions of the County's Subrecipient Agreement with DEO. The CONTRACTOR agrees to provide reports or information to the County as needed to comply with the County's obligation to submit reports to DEO on the progress of the work under this Agreement. Job Location: In response to Covid-19, the VHBP intends for the work covered by this contract to occur virtually to the extent practical. 37 AGREEMENT FOR REAL ESTATE AND CLOSING SERVICES - ATTACHMENT B RATES Rates to be included Itemized fees: Closing Fee (per parcel) $ 325.00 Recording Fee (per page or closing as appropriate) $ 10.00 first page, $8.00 each additional page Title Search Fee (per parcel) $ 125.00 Title Insurance (per parcel or per each $1000 in purchase price) $ Title insurance rates are established by Rule 690-186.003 of the Florida Administrative Code and will be applied as established. Other Anticipated Costs Itemized (per parcel) $ N/A Estimated Total Fee per parcel: $_450.00 + recording fees + title insurance premium 38 Minority wyed Businm Declaration _14K d Vel 6 _ff tV51 LLz� su -contractor engaged by Monroe County during the completion of or associated with the below indicated project (Check one) 1-1- is a minority business enterprise, as defined in Section 288.703, Florida Statutes �or is not a minority business enterprise, as defined in Section 288.703, Florida Statutes. F.S. 288.703(3) "Minority business enterprise" means any small business concern as defined in subsection (6)(see below) which is organized to engage in commercial transactions, which is domiciled in Florida, and which is at least 51-percent-owned by minority persons who are members of an insular group that is of a particular racial, ethnic, or gender makeup or national origin,which has been subjected historically to disparate treatment due to identification in and with that group resulting in an underrepresentation of commercial enterprises under the group's control, and whose management and daily operations are controlled by such persons. A minority business enterprise may primarily involve the practice of a profession. Ownership by a minority person does not include ownership which is the result of a transfer from a nonminority person to a minority person within a related immediate family group if the combined total net asset value of all members of such family group exceeds SI million. For purposes of this subsection, the to "related immediate family group" means one or more children under 16 years of age and a parent of such children or the spouse of such parent residing in the same house or living unit. F.S 288.703(6) "Small business" means an independently owned and operated business concern that employs 200 or fewer permanent full-time employees and that, together with its affiliates, has a net worth of not more than $5 million or any firm based in this state which has a Small Business Administration 8(a)certification. As applicable to sole proprietorships,the$5 million net worth requirement shall include both personal and business investments. Contractor niaNr refer to S 288.703 for more inflannation. C tractor Sub®Recip --Lent. Monroe County ract' C ganature Sig nature Print ame: Printed Name. Roman Gastesi N Title: Title/OMB Department: Monroe County Administrator Verified via: hups:Hosd dm s,xnN.llorida.coin/d i rectoriels, Address: to - Xt e V, DEM Contract: Z0002 City/State/Z ip Date: FEMA E!roe eetNcLMber: CERTIFICATION REGARDING FIIA ENT,SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION- LOWER TIER COVERED TRANSACTIONS FOR FEDERAL AID CONTRACTS T'S (Compliance with 2 C"FR harts 180 and 1200) It is certified that neither the below identified Firm nor its principals are presently suspended,proposed for debarment,declared ineligible,or voluntarily excluded from participation in this transatctio by aaIJiXis;r° dcpar ment err age cy Narne sa'Consultunt/Lcsntractor 8 By:_ ! Date: (hic. 8. Instructions for Certification °._._..._.._.......------------------- Instructions for Certification-Lower Tier participants: (Applicable to all subcontracts,purchase orders and:ether lower tier transactions requiring prism 1110 approval or estimated to cost$25,000 or more-2 CF R Paris 180 and 1200) a By signing said submitting this proposal,the prospective lower tier is providing the certification set out below, Is The certification in this clause;is a material representation of fact upon which reliance:was placed when this transaction wars entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification,in addition to other remedies available to the Federal Government,die department,or agency with which this transaction originated may pursue available remedies,including suspensionand/or debarment. c, the prospective lower tier participant shall provide immediate written notice to tie person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. d The terms"covered transaction,""debarred,""suspended,""ineligible,""participant,""person,""principal,"and"voluntarily excluded,"as used in this clause,are defined in 2(:FR Parts 180 and 1200,You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations."First Tier Covered Transactions"r&rs to any covered transaction between a grantee or subgrantee of Federal funds and a participant(such as the prime or general contract) "Lower Tier Covered"I r sactions`°refers to any covered transaction under a First Tier Covered Transaction(such as subcontracts)."First Tier Participant"refers to the participant who has entered into a covered transaction with a grantee or subt r tee of Fedcral funds(such as the:prime or general contractor) "1 ower Tier Participant"refers any participant who has entered into a covered transaction with a First Her Participant or other I ower'l ier Participants (such as subcontractors and suppliers). e. The prospective tower tier participant agrees by submitting this proposal that,should the proposed covered transaction be entered into,it shall not knowingly enter into any lower tier covered transaction with a person who is debarred,suspended,declared ineligible,or voluntarily excluded from participation in this covered transaction,unless authorized by tfac department or agency with which this transaction originated. K The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled"Certification Regarding Debarment,Suspension.Ineligibility and Voluntary F'xclusion-Lower Z ier Covered Tr sacti n,"without modification,in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the$25,000 threshold. g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is most debarred,suspended,ineligible,or voluntarily excluded from the covered transaction,unless it knows that the certification is erroneous.A participant is responsible for ensuring that its principals are not suspended,debarred,or otherwise ineligible to participate in covered tr sactions.'Fo verify the;eligibility of its principals,as well as the eligibility of any lower tier prospective participants,each participant may,but is not required to,check the t.'.acluded parties List System wehsite(https://wwvw.epl&gov.1),which is compiled by the General Services administration. h, Nothing contained in the foregoing shalt be construed to require establishment of a system of records in order to render in good faith the certification required by this clause."I he knowledge and information oftsarticipant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings, i. Except for transactions authorized under paragraph e of these instructions,ii°a participant in a covered transaction knowingly enters into a tower tier covered transaction with a person who is suspended,debarred,ineligible,or voluntarily excluded from participation in this transaction,in addition to other remedies available to the Federal Government,the department or agency with which this transaction originated may pursue available remedies,including suspension and/or debarment. 1 VENDOR CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS el—)- Project scri tion(s)., f f es and nt Vendor FEI Vendor's Aut rued epr sentati rr►e an Titles Adres ity: r t to zip _ Phone N1 r _.._ w_ Eman v4 re s action 287,135, Florida Statutes prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of any amount if, at the time of contracting or renewal, the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes,or is engaged in a Boycott of Israel, As the person authorized to sign on behalf of Respondent,I hereby certify that the company identified above in the Section entitled "Respondent VendorName" is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged in business operations in Cuba or Syria. I understand that pursuant to Section 287,135, Florida Statutes, the submission of a false certification may subject company to civil penalties, a orny's fees, and/or costs. I further understand that any contract with the COUNTY may be terminated, at the option of the COUNTY, if the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List or been en aged in business operati ns in Cuba or Syria Certified y �... J..:..... �. ._. - __.. _.._._, o is authorize to sign on shelf of the above referenced cc ny Authorized Sig ture_ m m Print Name Title (Vote:The List are available at the following Department of Management Services Site: httP;// w-4m§m f Q a.corrrtbusiness _ gratip ststate._purgh siggLypndor information/convicted sq§pq 4qd discrim In t ra_por pl ints vendor lists NON-COLLU7SI AFFIDA"VLIT Iof cityof _ � _ _ according to l "P- n u ' r penalty of perjury, depose n : Iam t irl � caf proposerthe makingh r oFlfor�1664�p j c scri t tic r Ili r pro7po, far and i—hat I executed i r I with full authority The prices in this proposal have been arrivedt independently i u collusion, consultation, communication or agreement for the purposerestricting competition, to any matter relating to such pricesi other proposer or with any competitor; n Unless otheri required I , the prices which have been quoted in this proposal have not knowinglybeen i cl proposer and will not knowingly be disclosedr as r prior to proposal opening, directly r indirectly, n r proposer or to any competitor; 4, No attempt s been made or will be made by the proposer to induce t r person, partnership r corporation to submit, or not to submit, a proposal for the purposerestricting competition; and The _is c t__ in d o this r true correct, n) i full knowledge _ ai roJt ( i dr oscr) RA ( STATE OF: #(PA_ ..... OF COUNTY Subscribed n sw n ( r affirmed) r , y s i l presence r Cl lin t nza n, (date) .. �... Hama of afFiant . b _. personally ,o,m Y , .... ._.. 6 } H�1 lea is ersonall knowr,.�. to me r has produced -_______-_.-_ (type of identification) identification :+spa ®571, I COMMISSIONILLETS NOTARY PUBLIC MY 1 1 , I I expires, r LOBBYING AND CONFLICT OF INTEREST CLAUSE ETHICSSWORN STATEMENT UNDER ORDINANCE NO. 010-1990 MONROE COUNTY, FLORIDA g (Company) warrants /i of employed, retained r otherwise c n his/its behalf anyformer Countyis r or employee in violation of Section 2 of Ordinance -1 r any County officer r employee in violation of Seci n 3 of Ordinance -1 r breach or violation of this provision hCounty y, in its discretion, terminate this contract wit ut liability andy also, in it discretion, u t from the contract or r so price, r othe iso recover, the full amount of any fee, commission, percentage, i t con,' ration paid the o mer County officer or I " Signature t � - u STATECOUNTY OF F: I _.._.r _ _... Subscribed n s orn to (or affirmed) beforemeans of t " sic I presence or 0 online notarization, n _ .._.. a __ .. . (date) . by -_ ,... .. (name of sffisnt). He/She is ke'rsonally krsarr to me or has produced (type of identification) s identification Y,q coMMu I I 1 IL ETS 9 t NOTARYPUBLIC I November%,2023 ru Nobq Public UndwMIN y commission expires, DRUG-FREE WORKPLACE FORM The undersignedvendor in accordance it Florida Statute287.087 hereby certifies at (NameI-PIL,leo—brTIC-6-5 j LL ofBusiness) 1 Publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, r use of a controlled substance is prohibited in the workplace an specifying the actions that will be taken against employees for violations of such prohibition, . Informs employees about the dangers of drug abuse in the workplace,the business's policy of maintaining a drug- free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. Gives each employee engaged in providing the commodities or contractual services that are under proposal a copy of the statement specified in subsection(1). 4. In the statement specified in subsection (1), notifies the employees that, as a condition of working on the commodities or contractual services that are under proposal,the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo conten ere to, any violation of Chapter 893(Florida Statutes)or of any controlled substance law of the United States or any state,for a violation occurring in the workplace no later than five(5)days after such conviction. Imposes a sanction on, or require the satisfactory partici tion in a drug abuse assistance or rehabilitation program if such is available in the employee's community,or any employee who is so convicted. Makes a goodfaith effort to continue tomaintain a drug-freeworkplace through implementation of this section. s the person authorized to sign the statement, I certify that thiffrr complies f illy wit )h above requirements F .. 3ser s S g Z_ure — .. _.. _ ............__ Date w TAT F t _ Ty ....mN.. _ COUNTY Subscribed ands orn to(or affirf ) before , b s of L 'pysfcal presenceor online notarfzatio W� (date) y .w..__. -..- (n me of pant}. B e is son kn�rt to e or h s ro used w (type of identification)as identification Rom' I So a 16® 02NOTARY PUBLIC y commission expires-'--- 4 PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public enCity crime may not submit a bid on a contract 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 CONTRACTOR 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, Florida Statutes, fo CATEGORY TWO for riad of 36 months from the date of being placed on the convicted vend list." I have read the above and state at neither (Propos 's name) nor any it has been placed ant convicted vendor list within the last thirty-si 6) months ignato e Da STATE OF: COUNTY OF,— Subscribed and sw r to ( r o affirmed) before me, by means of 0 physical presence or 0 online ;,Or,notariza n, on 4 - -1-- (date) novip- (name of affiant). He/She personally k to me or has produced (type of identification) as identification JACQUELINE SQUILLETS NOTARY PUBLIC i M M Y COMMISSION 0 GO 92081 FIRES.November 16,2023 Thm cowryPublic Undem*m My commission expires: A 46 CERTIFICATION FOR DISCLOSURE OF LOBBYING ACTIVITIES ON FEDERAL-AID CONTRACTS (Compliance with 49CFR,Section 20,100(b)) The prospective participant certifies,by signing this certification,that to the best of his or her knowledge and belief (1)No federal appropriated funds have been paid or will be paid by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any federal agency,a Member of Congress,an officer of employee of Congress,or an employee of a Member of Congress in connection with the awarding of any federal contract,the making of any federal grant, the making of any federal loan,the entering into of any cooperative agreement,arid the extension,continuation,renewal,amendment, or modification of any federal contract,grant,loan,or cooperative agreement. (2) If any fiends other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any federal agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connections with this federal contract,grant,loan,or cooperative agreement,the undersigned shall complete and submit Standard Form-1 L,L,,"Disclosure of Lobbying Activities",in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31,U.S, Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more t $100,000 for each such failure. The prospective participant also agrees by submitting his or her proposal that he or she shall require that the language of this certification be included in all Cower tier subcontracts,which exceed$100,000 and that all such cubre;cipie;nts shall ceartil'y and disclose accordingly. Na►ne of `osntrac:tor t"r niultante WWt C3y: l �� _ (Print blame) Date: 9 Lori cl tat rr° Title: 141 44,11 DISCLOSURE OF LOBBYING ACTIVITIES Approved by OMB Complete this form to disclose lobbying activities pursuant to 31 U S C 1352 0 9-0046 (See reverse_ bl!c:burden disclastlre M 1.Type of Federal Action; 2.Status o Federal Action* Reporte; a,contract a.b idJc�(ferlapplication a, initial filing b grant i. b inib;al wards b,material change c,cooperat=ve agreement c. pest-award For Material Change Only: d_loan. year _..quarter e,loan guarantee date of last report_ f.loan insurance o Na a and dress oaf e o in Entity: T .ifReporting Entityin No.d i a Su awardee,Enter Name Primp Subawardee and Address o Prime: Tier- �, if known _Con re_sslonal District,..r_fknow.n tL ... _m..on res_s�.o_na.,l District ifknown mm- _ .1 .Federal ep artretPAncy o.__ _..._... 7.Federal Program Name/Description: i CFDA Plumber, if applicable AFeder.._..w._ ._ ..... _-----. .. ... - �_..-�. Sal Action Number,if krtcrw�n 9.Award Amount,if known: 00. as Marne and Address of Lobbying Registrant b,Individuals Performing Services(including address if (if individual last narne, first name, MI) different from No, 10a) (last name,first name, MI), 55 Tri v 16 P €Mby 41 1.n(Hr S 4 ra&hns r t w rapm 4.rou m.°._—s.f..... 11.I hamep4 Mrmtjh t sr s W'W by UMS 11 dS secho Signature .. .,,.. __. ....,.,,.,_�..._..�. a run Wric n rsr nr o ww'plua€s1 txr the dsr t9 xvo vat°w 0115€s arrwn Was mode Print Name rr arsst�asod.nt T61 sf�%111 e sa rwed pavr,arsael rr 39 USG. 1352 Ths WMA!1091 iY 1 MW3 8VW11bW(0 pHJNC it Wn Ago 3 mk-n+Whn Sw s;v Me OV 1 rnrr mi vtsioc'm shr29 be s+sk,jLTI Yr a CNN penea4y a@ na hA.ihean 5 Orr,w,e �itle� i ,�. .. ._..._..W e€E nwrrcr& S EJ�,dt1S7#ac r»ch s€ccvr trruurcTelr phone Flo Bate:IU:s ....,..... .. ......_ .. .,...._. �irath'or zeo for Local Reprradsct rsr+ Lrderaa only. Standard Form LLL(Rev,�9at W&M.ICTIONS FOR COMPLETION OF SF-LLL, DISCLOSURE OF LOBBYING ACTIVITIES 1111a,disc osslae forn"'i shm be COPoftletaU by lhe ieporling olflty whaffier Forne Fta4!era. rec enz,w the Initiation or,eceipl of a coverad Feder ,ant0 n,or a rflaterra I charige to j Plevious-flihdt,pssurant to title 31 iJ1 ILI,C. sedion 1352 The Ming ol a far,-,,as mci.wed fon each fa.,tymeivor imgreement to noilre dayment to any lobbywg Potty for induencmg or"flernpung to influence an officer oremp oyeLeof any agancy,a aceortart lot Congress,an ofnce?o' erne royealoi Com.,plete all flerrei,laae apply fo:both the chavote report Refw to Ine nIplemertang guidance iiubt sl-osid by Oie Ctffice of khanagernest and Budget for aoditionai Injiyrrojen ldenfily Zhie lype of covereo Fechoai action for vvh oil routly ng aclivity is l.".ridror has boan steo,red,to ir,,M,ence Me outcr.me W a covered Federal sirbk:m 2 loanlify the trimus of UhH covered Federal acflcr,, 3 blenhy;rhe ol Piro lreport ff ih*o,,;a fic.,flowup repancaused by a mitiatirfmchange to the rnfoini,t�rob Previvusly reptegea,erter rhe year and,sacra anse,in WbrCh tilre,' orewreo Enter the,,Jraid of M,,a latk pi (epon by reriortioc sinfity for lice-'versa Fedeial astion 4 lrresubavvmdee,eg 1 Wefilsl subaivomee yi ff tha orgariizw rrnifihriq 1he-,ne;e;Tt in,Am 4 chec'fis inian Ure fuli addrese,_jty,r Zip Cote of i'he ST prmne Federal tei,�P�tint ficWae Congressional Onorao,it known, Evem,9iis nsalerA the-e lei at arlemy rnaki,.q ine,award to loan crmInilfriend ;es k-,'CnaoGuard 7 Enter me Fegeprist ProgilaM nar,,°e or dacc6pban ho the coveled Fede;alacl,on friary; I i ff krro.vn,ewe7,',he a,jll Cataatool.-ecerroil Dornetoic Assn,ante �CFDA)nurn,xiir for grants,miciotiau e agneernents,icaris,and l.an ccimrrritirnen s Erai.a Hte Inset appo"'Pm-iii Fuceorl JeTmllong number avcHas.)!e�or tne Federat action roe ,first m qem e g,freques. or Picposal(RFP'f numbel Mv,mi;oir for Ed ffB� numbei:giiae annomnceinrin(nunnboi; inn mllmca, aran" ar [corn award nurnber, thw, Proill"'ei assig,reo Uy.the Federal ag envy� lni,lode prarlxes,e g_"RI'le-DE 9C)-OC i." 9' Fur a,covieed Feaeral ac,'io a trie.p,hae been an,award crr lann aiannmgrrioo�,ty jjrla Feneo...il agency,elilet the Feaera!an-iount or-he;.'vr,,eieloan conirn Inient for tire prune an!Ay ifientifieco in i6ern 4 at 5, r) lrt;f�ioe,the fuA irarinei,aadraddt, Slate and zip mJsi c!the labbyRig fettls'mM,Jnde�'the xlcibbymg Dscioswr,Act of o9b eogag,3j,,,-,y the rel)m,lur U eatky Aenhfed m. srn 4 lo mfrri e!ha,oixiv e deqid t,,N:Yv (c)Enuer n-te iu i carries of v,,e indiviaouals)peffomnurg sernces,atO nClude iull a0dress t artfsiren�from 10 iall Enter Lia<it Florae First ylarite,and Middle Indmi(Nel, 1 1 Too ceri I-Ohma sm"li siTj ar.c rla.e Me Imm,IwirA hii,)hin ilrame olle,and,ieleysioce nunnoc. Ao c ,odurg ro tria Paperrvcrk Rtoovctorn Am,ris arnendat',no poisons arcequIrreo lo respond,a ri c0e<,boil of inforeWinn un eas A displays a uoil d(),NlB C-unird ......... -------------—-----——-—-—----------------- --—------------- PNuinit,m he vzhiid OMB flumlow ku is nfownabon cialleeflion,is CAVO Fla 0346-0046 Punk leporfing tram e,for .his ooki"'Aicrii 09 inicuria(ron,o; ester a"me'd Is avanage 10 nnniblAes net response,rrr,_ludm,,g birroli for revre,,ong rnl0ru0oiar, zewchmg exmInig dioa soulces gaihehng and mientarn ng lhe drait! Ineedet, itnd cwiloleflng and re tija%virng,the Collection of inloviriallon Sierra c.critmems regartProf fl den estmoke 0i soV o"It , o, q r,I",C I I���r:�11 sa oapect I rh r,ie or , troy zhe O re o 1,RedwcIan Projec�(0348-0046; %,Viyhrgj. rrrnialv..ms urcluarrig IbagqesW,-,n,4,Nor Fem,xing,lire!-,Urdenff f iiiianageme an Curd ilget,Pa poi, DC;20503 ---------- ------ DATE(MM/DD/YYYY) A`�"® CERTIFICATE OF LIABILITY INSURANCE 6/11/2021 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(ies)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 endorsement(s). PRODUCER CONTACT NAME: Gilsbar Specialty Insurance Services (A/C,NNo,Ext): 985 892-3520 A/c No): 985 898-1761 2100 Covington Centre E-MAIL Covington,LA 70433 ADDRESS: 985-892-3520 INSURER(S)AFFORDING COVERAGE NAIC# INSURERA: Continental Casualty 20443 INSURED INSURER B: The Law Offices of Anthony J.Barrows,LLC INSURER C: 540 Key Deer Blvd. INSURER D Big Pine Key,FL 33043 INSURER E INSURER F: 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. INSR TYPE OF INSURANCE AINSD SWVD POLICY NUMBER POLICY EFF POLICY EXP LSI (MOLIC YEFF (FOLIC EXP) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE O(Ea RENTED $ ,� r�v� Risk In �rn�nt MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGRIEGATE LIMIT Awoi�aS PER: GENERAL AGGREGATE $ POLICY PRO- JECT LOC 6-11-2021 PRODUCTS-COMP/OPAGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) UMBRELLA LAB OCCUR EACH OCCURRENCE $ EXCESS LAB CLAIMS-MADE AGGREGATE $ DED F I RETENTION$ $ WORKERS COMPENSATION PER FH- AND EMPLOYERS'LIABILITY STATUTE ER ANY PROPRI ETOR/PARTNE R/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEM BER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Lawyers Prof Liability 25510770 1/26/2021 1/26/2022 12:00:00 AM 12:00:00 AM Each Claim:$1,000,000 Aggregate:$1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Lawyers Prof Liability CERTIFICATE HOLDER CANCELLATION Monroe County Board of County Commissioners SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 1100 Simonton Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Ste.269 ACCORDANCE WITH THE POLICY PROVISIONS. Key West, FL 33040 AUTHORIZED REPRESENTA IVE ©1988-20 RD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD PL69383 2018 Edition MONROE COUNTY,FLORIDA REQUEST FOR WAIVER OF INSURANCE REQUIREMENTS It is requested that the insumuce requirements,as specified in the County's Schedule of Insurance Requirements,be waived or modified on the following contract. ContractorNeador, �j�' Vol /} Project or Service: CD G -'7— 1!�( llt I(�Q�,�7 f'`YD(}' Contractor/Vendor � J7� � J— J Address&Phone#: > =1lJ �Q `c'] i _ ' D 3 2 General Scope of Work: _ r LP 5 6.. Remo for Waiver or Modification: .tv .: ._...... Policies Waiver or Modification will apply to: Signature of Contractor/Vendor. Date, 6-11-2021 u Approved _ x_ .. Not Approved Risk Management Signature: Date: County Administrator appeal: Approved: Not Approved: Date: Board of County Commissioners appeal: Approved; Not Approved: Mooting Date: Administrative Instruction 7500.7 104 2019 Uidm MONROE COUNTY,FLORMA. REQUEST FOR WAIVER OF INSURANCE REQUIIREMENTS It is requested that the insurance requirements,as specified in the County's Schedule of Ltsurance Requirements,be waived or modified on the following contract. ContractorNendor. —ILI e— 0� ' —P-A✓e(� f�S Project or service: _. .. .... . �. tY .. � .. _ ...... � � ContractorNendor Address&Phone 0: 33a w . .. � k?? .. General Scope of Work: uuu Reason for waiver or Modification: sJ Policies Waiver or Modification will apply to: .........., A1W,6,5. ,. Av_ ................... Signature of ContractorNendor; ' Date: w 6-11-2021 W Approved c Not Ap roved _-- Risk Management Signature:. Data: County Administrator appeal: Approved: _ Not Approved: Date: Board of County Commissioners appeal: Approved: _ _ Not Approved: Meeting Date: Administrative Instruction 7500.7 ttH