07/26/2021 Agreement FWC Agreement No. 21060
STATE OF FLORIDA
FLORIDA FISH AND WILDLIFE CONSERVATION COMMISSION
AGREEMENT No.21060
CFDA Title(s): N/A CFDA No(s).: N/A
Name of Federal Agency(s): N/A
Federal Award No(s): N/A Federal Award Year(s): N/A
Federal Award Name(s): N/A
CSFA Title(s).: Derelict Vessel Removal Grant CSFA No(s).: 77005
State Award No(s).: 21060 State Award Year(s): 2020-2021
State Award Name(s): Monroe County BOCC
This Agreement is entered into by and between the Florida Fish and Wildlife Conservation Commission,
whose address is 620 South Meridian Street, Tallahassee, Florida 32399-1600, hereafter "Commission," and
Monroe County BOCC, FEID 4 59-6000749, whose address is 2798 Overseas Highway, Suite 4420 Marathon, Fl
33050,hereinafter"Grantee."
WHEREAS,the Commission and Grantee have partnered together to remove derelict vessels from the waters
of the state; and,
WHEREAS, Grantee has been awarded Bulk Derelict Vessel Removal Grant 421060; and,
WHEREAS, such benefits are for the ultimate good of the State of Florida,its resources,wildlife,and public
welfare.
NOW THEREFORE, the Commission and the Grantee, for the considerations hereafter set forth, agree as
follows:
1. PROJECT DESCRIPTION.
The Grantee shall provide the services and perform the specific responsibilities and obligations,as set forth
in the Scope of Work, attached hereto as Attachment A and made a part hereof(hereafter, Scope of Work).
The Scope of Work specifically identifies project tasks and accompanying deliverables. These deliverables
must be submitted and approved by the Commission prior to any payment. The Commission will not accept
any deliverable that does not comply with the specified required minimum level of service to be performed
and the criteria for evaluating the successful completion of each deliverable. If this agreement is the result
of Grantee responses to the Commission's request for competitive or other grant proposals, the Grantee's
response is hereby incorporated by reference.
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2. PERFORMANCE.
The Grantee shall perform the activities described in the Scope of Work in a proper and satisfactory manner.
Unless otherwise provided for in the Scope of Work,any and all equipment,products or materials necessary
or appropriate to perform under this Agreement shall be supplied by the Grantee. Grantee shall obtain all
necessary local, state, and federal authorizations necessary to complete this project, and the Grantee shall
be licensed as necessary to perform under this Agreement as may be required by law, rule, or regulation;
the Grantee shall provide evidence of such compliance to the Commission upon request. The Grantee shall
procure all supplies and pay all charges,fees,taxes and incidentals that may be required for the completion
of this Agreement. By acceptance of this Agreement, the Grantee warrants that it has the capability in all
respects to fully perform the requirements and the integrity and reliability that will assure good-faith
performance as a responsible Grantee. Grantee shall immediately notify the Commission's Grant Manager
in writing if its ability to perform under the Agreement is compromised in any manner during the term of
the Agreement. The Commission shall take appropriate action, including potential termination of this
Agreement pursuant to Paragraph eight (8)below, in the event the Grantee's ability to perform under this
Agreement becomes compromised.
3. AGREEMENT PERIOD.
A. Agreement Period and Commission's Limited Obligation to Pay. This Agreement is made
pursuant to a grant award and shall be effective upon execution by the last Parry to sign and shall
remain in effect through 12/15/2021. However,as authorized by Rule 68-1.003,F.A.C.,referenced
grant programs may execute Agreements with a retroactive start date of no more than sixty (60)
days,provided that approval is granted from the Executive Director or his/her designee and that it
is in the best interest of the Commission and State to do so. For this agreement,the retroactive start
date was not approved. The Commission's Grant Manager shall confirm the specific start date of
the Agreement by written notice to the Grantee. The Grantee shall not be eligible for
reimbursement or compensation for grant activities performed prior to the start date of this
Agreement nor after the end date of the Agreement. For this agreement, pre-award costs are not
eligible for reimbursement. If necessary,by mutual agreement as evidenced in writing and lawfully
executed by the Parties, an Amendment to this Agreement may be executed to lengthen the
Agreement period.
4. COMPENSATION AND PAYMENTS.
A. Compensation. As consideration for the services rendered by the Grantee under the terms of this
Agreement,the Commission shall pay the Grantee on a cost reimbursement basis in an amount not
to exceed$127,526.00.
B. Payments. The Commission shall pay the Grantee for satisfactory performance of the tasks
identified in Attachment A, Scope of Work, as evidenced by the completed deliverables, upon
submission of invoices, accompanied by supporting documentation sufficient to justify invoiced
expenses or fees, and after acceptance of services and deliverables in writing by the Commission's
Grant Manager identified in Paragraph ten(10),below. Unless otherwise specified in the Scope of
Work,invoices shall be due monthly, commencing from the start date of this Agreement. Invoices
must be legible and must clearly reflect the Deliverables that were provided in accordance with the
terms of the Agreement for the invoice period. Unless otherwise specified in the Scope of Work,
a final invoice shall be submitted to the Commission no later than forty-five (45) days following
the expiration date of this Agreement to assure the availability of funds for payment. Further,
pursuant to Section 215.971(1)(d), F.S., the Commission may only reimburse the Grantee for
allowable costs resulting from obligations incurred during the agreement period specified in
Paragraph three (3).
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C. Invoices. Each invoice shall include the Commission Agreement Number and the Grantee's
Federal Employer Identification (FEID) Number. Invoices, with supporting documentation, may
be submitted electronically to the attention of the Commission's Grant Manager identified in
Paragraph ten(10),below. If submitting hard copies, an original and two(2)copies of the invoice,
plus all supporting documentation, shall be submitted. All bills for amounts due under this
Agreement shall be submitted in detail sufficient for a proper pre-audit and post-audit thereof.
Grantee acknowledges that the Commission's Grant Manager shall reject invoices lacking
documentation necessary to justify invoiced expenses.
D. Match. Pursuant to grant program guidelines,the Grantee is not required to contribute non-federal
match towards this Agreement. If applicable, details regarding specific match requirements are
included in Attachment A, Scope of Work.
E. Travel Expenses. If authorized in Attachment A, Scope of Work, travel expenses shall be
reimbursed in accordance with Section 112.061, F.S.
F. State Obligation to Pay. The State of Florida's performance and obligation to pay under this
Agreement is contingent upon an annual appropriation and authorization to spend by the
Legislature. The Parties hereto understand that this Agreement is not a commitment to future
appropriations but is subject to appropriation and authority to spend provided by the Legislature.
The Commission shall be the final authority as to the availability of funds for this Agreement, and
as to what constitutes an"annual appropriation"of funds to complete this Agreement. If such funds
are not appropriated or available for the Agreement purpose,such event will not constitute a default
on behalf of the Commission or the State. The Commission's Grant Manager shall notify the
Grantee in writing at the earliest possible time if funds are not appropriated or available.
G. Non-Competitive Procurement and Rate of Payment. Section 216.3475, F.S., requires that
under non-competitive procurements, a Grantee may not receive a rate of payment in excess of the
competitive prevailing rate for those services unless expressly authorized in the General
Appropriations Act. If applicable, Grantee warrants, by execution of this Agreement, that the
amount of non-competitive compensation provided in this Agreement is in compliance with Section
216.3475, F.S.
H. Time Limits for Payment of Invoices. Payments shall be made in accordance with Sections
215.422 and 287.0585, F.S., which govern time limits for payment of invoices. Section 215.422,
F.S.provides that agencies have five (5)working days to inspect and approve Deliverables,unless
the Scope of Work specifies otherwise. If payment is not available within forty(40)days,measured
from the latter of the date the invoice is received or the Deliverables are received, inspected and
approved, a separate interest penalty set by the Department of Financial Services pursuant to
Section 55.03(1),F.S.,will be due and payable in addition to the invoice amount. Invoices returned
to a Grantee due to preparation errors will result in a payment delay. Invoice payment requirements
do not start until a properly completed invoice is provided to the agency.
I. Electronic Funds Transfer. Grantee agrees to enroll in Electronic Funds Transfer(EFT), offered
by the State's Chief Financial Officer, within thirty (30) days of the date the last Party has signed
this Agreement. Copies of the Authorization form and a sample blank enrollment letter can be
found on the vendor instruction page at:
https://www.myflondacfo.com/Division/AA/Vendors/default.htm
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Questions should be directed to the State of Florida's EFT Section at (850) 413-5517. Once
enrolled,invoice payments will be made by EFT.
J. Vendor Ombudsman. A Vendor Ombudsman, whose duties include acting as an advocate for
vendors who may be experiencing problems in obtaining timely payment(s) from a State agency,
may be contacted at(850)413-5516 or by calling the Chief Financial Officer's Hotline, (800) 342-
2762.
5. RETURN OR RECOUPMENT OF FUNDS.
A. Overpayment to Grantee. Pursuant to Section 215.971(1)(e) &(f), F.S., the Grantee shall return
to the Commission any overpayments due to unearned funds or funds disallowed pursuant to the
terms of this Agreement that were disbursed to Grantee by the Commission. In the event the
Grantee or its independent auditor discovers that overpayment has been made, the Grantee shall
repay said overpayment within forty (40) calendar days without prior notification from the
Commission. In the event the Commission first discovers an overpayment has been made, the
Commission will notify the Grantee in writing. Should repayment not be made in a timely manner,
the Commission shall be entitled to charge interest at the lawful rate of interest established pursuant
to Section 55.03(1), F.S., on the outstanding balance beginning forty (40) calendar days after the
date of notification or discovery. Refunds should be sent to the Commission's Grant Manager and
made payable to the "The Florida Fish and Wildlife Conservation Commission".
B. Additional Costs or Monetary Loss Resulting from Grantee Non-Compliance. If the Grantee's
non-compliance with any provision of the Agreement results in additional cost or monetary loss to
the Commission or the State of Florida to the extent allowed by Florida Law, the Commission can
recoup that cost or loss from monies owed to the Grantee under this Agreement or any other
agreement between Grantee and the Commission. In the event the discovery of this cost or loss
arises when no monies are available under this Agreement or any other agreement between the
Grantee and the Commission, the Grantee will repay such cost or loss in full to the Commission
within thirty(30) days of the date of notice of the amount owed,unless the Commission agrees,in
writing, to an alternative timeframe. If the Grantee is unable to repay any cost or loss to the
Commission, the Commission shall notify the State of Florida, Department of Financial Services,
for resolution pursuant to Section 17.0415, F.S.
6. COMMISSION EXEMPT FROM TAXES,PROPERTY EXEMPT FROM LIEN.
A. Commission Exempt from Taxes. The Grantee recognizes that the State of Florida, by virtue of
its sovereignty,is not required to pay any taxes on the services or goods purchased under the terms
of this Agreement. Grantee is placed on notice that this exemption generally does not apply to
nongovernmental entity recipients, subrecipients, contractors, or subcontractors. Any questions
regarding this tax exemption should be addressed to the Commission Grant Manager.
B. Property Exempt from Lien. If the Grant involves the improvement of real property titled to the
State of Florida, then the following paragraph applies:
The Grantee acknowledges that Property being improved is titled to the State of Florida
and is not subject to lien of any kind for any reason. The Grantee shall include notice of
such exemptions in any subcontracts and purchase orders issued hereunder.
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7. MONITORING.
The Commission's Grant Manager shall actively monitor the Grantee's performance and compliance with
the terms of this Agreement. The Commission reserves the right for any Commission staff to make
scheduled or unscheduled, announced or unannounced monitoring visits. Specific State and Federal
monitoring terms and conditions are found in Attachment B,Audit Requirements. Additionally,monitoring
terms, conditions, and schedules may be included in Attachment A, Scope of Work.
8. TERMINATION.
A. Commission Termination. The Commission may unilaterally terminate this Agreement for
convenience by providing the Grantee with thirty (30) calendar days of written notice of its intent
to terminate. The Grantee shall not be entitled to recover any cancellation charges or lost profits.
The Grantee may request termination of the Agreement for convenience.
B. Termination — Fraud or Willful Misconduct. This Agreement shall terminate immediately in
the event of fraud or willful misconduct. In the event of such termination, the Commission shall
provide the Grantee with written notice of termination.
C. Termination—Other. The Commission may terminate this Agreement if the Grantee fails to: 1.)
comply with all terms and conditions of this Agreement; 2.) produce each deliverable within the
time specified by the Agreement or extension; 3.) maintain adequate progress, thus endangering
the performance of the Agreement; or, 4.) abide by any statutory, regulatory, or licensing
requirement. Rule 60A-1.006(3),F.A.C.,governs the procedure and consequences for default. The
rights and remedies of the Commission in this clause are in addition to any other rights and remedies
provided by law or under the Agreement. The Grantee shall not be entitled to recover any
cancellation charges or lost profits.
D. Termination - Funds Unavailability. In the event funds to finance this Agreement become
unavailable or if federal or state funds upon which this Agreement is dependent are withdrawn or
redirected, the Commission may terminate this Agreement upon no less than twenty-four (24)
hours' notice in writing to the Grantee. Said notice shall be delivered by certified mail, return
receipt requested or in person with proof of delivery. The Commission shall be the final authority
as to the availability of funds and will not reallocate funds appropriated for this Agreement to
another program thus causing "lack of funds." In the event of termination of this Agreement under
this provision,the Grantee will be compensated for any work satisfactorily completed and any non-
cancellable obligations properly incurred prior to notification of termination.
E. Grantee Discontinuation of Activities upon Termination Notice. Upon receipt of notice of
termination, the Grantee shall, unless the notice directs otherwise, immediately discontinue all
activities authorized hereunder. Upon termination of this Agreement, the Grantee shall promptly
render to the Commission all property belonging to the Commission. For the purposes of this
section,property belonging to the Commission shall include,but shall not be limited to, all books
and records kept on behalf of the Commission.
9. REMEDIES.
A. Financial Consequences. In accordance with Sections 215.971(1)(a) &(b), F.S., Attachment A,
Scope of Work, contains clearly established tasks in quantifiable units of deliverables that must be
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received and accepted in writing by the agency before payment. Each deliverable specifies the
required minimum level of service to be performed and the criteria for evaluating the successful
completion of each deliverable. If the Grantee fails to produce each deliverable within the time
frame specified by the Scope of Work, the budget amount allocated for that deliverable will be
deducted from the Grantee's payment. In addition, pursuant to Section 215.971(1)(c), the
Commission shall apply any additional financial consequences,identified in the Scope of Work.
B. Cumulative Remedies. The rights and remedies of the Commission in this paragraph are in
addition to any other rights and remedies provided by law or under the Agreement.
10. NOTICES AND CORRESPONDENCE.
Any and all notices shall be delivered to the individuals identified below. In the event that either Party
designates a different Grant Manager after the execution of this Agreement, the Party will provide written
notice of the name, address, zip code, telephone and fax numbers, and email address of the newest Grant
Manager, or an individual authorized to receive notice on behalf of that Parry, to all other Parties as soon
as possible, but not later than five (5) business days after the new Grant Manager has been named. A
designation of a new Grant Manager shall not require a formal amendment to the Agreement.
FOR THE COMMISSION: FOR THE GRANTEE:
Grant Manager Grant Manager
Phil Horning Celia Hitchins
Derelict Vessel Program Manager Project Manager
Fish and Wildlife Conservation Commission Monroe County BOCC
620 S. Meridian Street, Room 235I 2798 Overseas Highway, suite 4420
Tallahassee, Florida 32399 Marathon, Florida 33050
(850) 617-9540 Direct 305-289-2505 Direct
(850) 488-9284 Fax 305-289-2536 Fax
Phil.Horning@MyFWC.com hitchins-celia@monroecounty-fl.gov
11. AMENDMENT.
A. Waiver or Modification. No waiver or modification of this Agreement or of any covenant,
condition, or limitation herein contained shall be valid unless in writing and lawfully executed by
the Parties.
B. Change Orders. The Commission may, at any time, by written order, make a change to this
Agreement. Such changes are subject to the mutual agreement of both Parties as evidenced in
writing. Any change which causes an increase or decrease in the Grantee's cost or time shall require
an Amendment. Minor changes, such as those updating a Party's contact information, may be
accomplished by a Modification.
C. Renegotiation upon Change in Law or Regulation. The Parties agree to renegotiate this
Agreement if federal and/or state revisions of any applicable laws or regulations make changes in
the Agreement necessary.
12. PROPERTY RIGHTS.
If this Agreement includes Federal funds, the provisions of Sections 200.310-200.316, OMB Uniform
Guidance (2 CFR 200), and any language addressing Federal rights, apply.
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A. Intellectual and Other Intangible Property.
i. Grantee's Preexisting Intellectual Property (Proprietary) Rights. Unless specifically
addressed in the Attachment A, Scope of Work, intellectual and other intangible property
rights to the Grantee's preexisting property will remain with the Grantee.
ii. Proceeds Related to Intellectual Property Rights. Proceeds derived from the sale,
licensing, marketing or other authorization related to any intellectual and other intangible
property right created or otherwise developed by the Grantee under this Agreement for the
Commission shall be handled in the manner specified by the applicable Florida State
Statute and/or Federal program requirements.
iii. Commission Intellectual Property Rights. Where activities supported by this
Agreement produce original writing, sound recordings, pictorial reproductions, drawings
or other graphic representations and works of any similar nature, the Commission and the
State of Florida have the unlimited, royalty-free, nonexclusive, irrevocable right to use,
duplicate and disclose such materials in whole or in part, in any manner, for any purpose
whatsoever and to have others acting on behalf of the Commission to do so. If this
Agreement is supported by federal funds, the federal awarding agency reserves a royalty-
free, nonexclusive and irrevocable right to reproduce,publish, or otherwise use the work
for federal purposes, and to authorize others to do so.
B. Purchase or Improvement of Real Property
This agreement is not for the purchase or improvement of real property, therefore, the following
terms and conditions do not apply'.
i. Federal Funds. Any Federal funds provided for the purchase of or improvements to real
property are subject to the Property Standards of Sections 200.310 -200.316,and 200.329,
OMB Uniform Guidance (2 CFR 200), as amended.
ii. Title. If this agreement is supported by state funds,the Grantee shall comply with Section
287.05805,F.S. This section requires the Grantee to grant a security interest in the property
to the State of Florida, the type and details of which are provided for in Attachment A,
Scope of Work. Title to state-owned real property remains vested in the state. Title to
federally-owned real property remains vested in the Federal government in accordance
with the provisions of Section 200.312,OMB Uniform Guidance(2 CFR 200),as amended.
iii. Use. Federally-owned real property will be used for the originally authorized purpose as
long as needed for that purpose in accordance with Section 200.311, OMB Uniform
Guidance (2 CFR 200). State-owned real property will be used as provided in Attachment
A, Scope of Work.
C. Non-Expendable Property.The following provisions apply to the extent that the grant allows the
acquisition of non-expendable property.
i. Non-Expendable Property Defined. For the requirements of this section of the
Agreement, "non-expendable property" is the same as "property" as defined in Section
273.02, F.S. (equipment, fixtures, and other tangible personal property of a non-
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consumable and non-expendable nature, with a value or cost of$1,000.00 or more, and a
normal expected life of one (1) year or more; hardback-covered bound books that are
circulated to students or the general public, with a value or cost of$25.00 or more; and
uncirculated hardback-covered bound books,with a value or cost of$250.00 or more).
ii. Title to Non-Expendable Property. Title (ownership) to all non-expendable property
acquired with funds from this Agreement shall be vested in the Commission and said
property shall be transferred to the Commission upon completion or termination of the
Agreement unless otherwise authorized in writing by the Commission or unless otherwise
specifically provided for in Attachment A, Scope of Work.
D. Equipment and Supplies. The following provisions apply to the extent that the grant allows the
acquisition of equipment and supplies.
i. Title - Equipment. Title to equipment acquired under a Federal award will vest upon
acquisition in the non-Federal entity in accordance with Sections 200.313 and 200.314,
OMB Uniform Guidance (2 CFR 200).
ii. Title — Supplies. Title to supplies will vest in the non-Federal entity upon acquisition.
Unused supplies exceeding $5,000.00 in total aggregate value upon termination or
completion of the project or program are subject to Section 200.314, OMB Uniform
Guidance.
iii. Use— Equipment. Equipment must be used by the non-Federal entity in the program or
project for which it was acquired as long as needed.
13. RELATIONSHIP OF THE PARTIES.
A. Independent Grantee. The Grantee shall perform as an independent grantee and not as an agent,
representative, or employee of the Commission. The Grantee covenants that it presently has no
interest and shall not acquire any interest that would conflict in any manner or degree with the
performance of services required. Each Party hereto covenants that there is no conflict of interest
or any other prohibited relationship between the Grantee and the Commission.
B. Grantee Training and Qualifications. Grantee agrees that all Grantee employees,subcontractors,
or agents performing work under the Agreement shall be properly trained technicians who meet or
exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of
technical certification or other proof of qualification.
C. Commission Security. All employees, subcontractors, or agents performing work under the
Agreement must comply with all security and administrative requirements of the Commission. The
Commission may conduct, and the Grantee shall cooperate in, a security background check or
otherwise assess any employee,subcontractor,or agent furnished by the Grantee. The Commission
may refuse access to,or require replacement of, any personnel for cause,including,but not limited
to,technical or training qualifications,quality of work,change in security status,or non-compliance
with the Commission's other requirements. Such refusal shall not relieve Grantee of its obligation
to perform all work in compliance with the Agreement. The Commission,in coordination with the
Grantee,may reject and bar from any facility for cause any of Grantee's employees,subcontractors,
or agents.
D. Commission Rights to Assign or Transfer. The Grantee agrees that the State of Florida shall at
all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to
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another governmental agency in the State of Florida, upon giving prior written notice to the
Grantee.
E. Commission Rights to Undertake and Award Supplemental Agreements. Grantee agrees that
the Commission may undertake or award supplemental agreements for work related to the
Agreement. The Grantee and its subcontractors shall cooperate with such other Grantees and the
Commission in all such cases.
14. SUBCONTRACTS.
Grantee is permitted to subcontract work under this Agreement,therefore,the following terms and
conditions apply.
A. Authority. The Grantee shall ensure, and provide assurances to the Commission upon request, that
any subcontractor selected for work under this Agreement has the necessary qualifications and abilities
to perform in accordance with the terms and conditions of this Agreement. The Grantee must provide
the Commission with the names of any subcontractor considered for work under this Agreement; the
Commission in coordination with the Grantee reserves the right to reject any subcontractor. The Grantee
agrees to be responsible for all work performed and all expenses incurred with the project. Any
subcontract arrangements must be evidenced by a written document available to the Commission upon
request. The Grantee further agrees that the Commission shall not be liable to the extent allowed by
law, to any subcontractor for any expenses or liabilities incurred under the subcontract and the Grantee
shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract.
B. Grantee Payments to Subcontractor. If subcontracting is permitted pursuant to Paragraph A,
above, Grantee agrees to make payments to the subcontractor upon completion of work and
submitted invoice in accordance with the contract between the Grantee and subcontractor. Failure
to make payment pursuant to any subcontract will result in a penalty charged against Grantee and
paid to the subcontractor in the amount of one-half of one percent (0.50%) of the amount due per
day from the expiration of the period allowed herein for payment. Such penalty shall be in addition
to actual payments owed and shall not exceed fifteen percent(15%)of the outstanding balance due.
C. Commission Right to Reject Subcontractor Employees. The Commission in coordination with
Grantee shall retain the right to reject any of the Grantee's or subcontractor's employees whose
qualifications or performance,in the Commission's judgment, are insufficient.
D. Subcontractor as Independent Contractor. If subcontracting is permitted pursuant to Paragraph
A above, the Grantee agrees to take such actions as may be necessary to ensure that each
subcontractor will be deemed to be an independent contractor and will not be considered or
permitted to be an agent, servant,joint venture, or partner of the State of Florida.
15. MANDATORY DISCLOSURE.
These disclosures are required by State law, as indicated, and apply when this Agreement includes State
funding; and by Federal law, as indicated, and apply when the Agreement includes a Federal award.
A. Disclosure of Interested State Employees and Conflict of Interest. This Agreement is subject
to Chapter 112, F.S. Grantee shall provide the name of any officer, director, employee, or other
agent who is affiliated with this project and an employee of the State of Florida. If the Agreement
includes a Federal award, then the Agreement is also subject to Section 200.112, OMB Uniform
Guidance (2 CFR 200). Grantee must disclose,in writing, any potential conflict of interest to the
Commission in accordance with applicable Federal awarding agency policy.
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B. Convicted Vendors. Grantee hereby certifies that neither it,nor any person or affiliate of Grantee,
has been convicted of a Public Entity Crime as defined in section 287.133, F.S.,nor placed on the
convicted vendor list. Grantee shall have a continuing obligation to disclose, to the Commission,
in writing, if it, its principals, recipient, subrecipient, contractor, or subcontractor, are on the
convicted vendors list maintained by the Florida Department of Management Services pursuant to
Section 287.133(3)(d), F.S.
i. Convicted Vendor List. Pursuant to Subsection 287.133(2)(a), F.S., a person or affiliate
who has been placed on the convicted vendor list following a conviction for a public entity
crime may not be awarded or perform work as a Grantee, supplier, subcontractor or
consultant under a contract with any public entity and may not transact business with any
public entity in excess of the threshold amount provided in Section 287.017, F.S., for
Category Two for a period of thirty-six(36) months from the date of being placed on the
convicted vendor list. The State of Florida,Department of Management Services,Division
of State Purchasing provides listings for convicted, suspended, discriminatory and federal
excluded parties, as well as the vendor complaint list at:
htlp://www.dms.myflorida.com/business operations/state purchasing/vendor informatio
n/convicted suspended discriminatory complaints vendor lists
ii. Notice of Conviction of Public Entity Crime. Any person must notify the Department
of Management Services and the Commission, in writing, within thirty (30) days after
conviction of a public entity crime applicable to that person or an affiliate of that person
as defined in Section 287.133, F.S.
iii. Vendors on Scrutinized Companies Grantee certifies that it and any of its affiliates are
not scrutinized companies as identified in Section 287.135,F.S.In addition,Grantee agrees
to observe the requirements of Section 287.135, F.S., for applicable sub-agreements
entered into for the performance of work under this Agreement. Pursuant to Section
287.135,F.S.,the Commission may immediately terminate this Agreement for cause if the
Grantee,its affiliates,or its subcontractors are found to have submitted a false certification;
or if the Grantee,its affiliates,or its subcontractors are placed on any applicable scrutinized
companies list or engaged in prohibited contracting activity during the term of the
Agreement. As provided in Subsection 287.135(8), F.S.,if federal law ceases to authorize
these contracting prohibitions then they shall become inoperative.
D. Discriminatory Vendors. Grantee shall disclose to the Commission, in writing, if they, their
subrecipient,contractor,or subcontractor,are on the Discriminatory Vendor List maintained by the
Florida Department of Management Services pursuant to Section 287.134(3)(d),F.S. "An entity or
affiliate who has been placed on the discriminatory vendor list may not submit a bid,proposal, or
reply on a contract to provide any goods or services to a public entity; may not submit a bid,
proposal,or reply on a contract with a public entity for the construction or repair of a public building
or public work; may not submit bids, proposals, or replies on leases of real property to a public
entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant
under a contract with any public entity; and may not transact business with any public entity."
Section 287.134(2)(a), F.S. Grantee has a continuing duty to disclose to the Commission whether
they appear on the discriminatory vendor list.
E. Prompt Disclosure of Litigation,Investigations,Arbitration, or Administrative Proceedings.
Throughout the term of the Agreement, the Grantee has a continuing duty to promptly disclose to
the Commission's Grant Manager, in writing, upon occurrence, all civil or criminal litigation,
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investigations, arbitration, or administrative proceedings (Proceedings)relating to or affecting the
Grantee's ability to perform under this agreement. If the existence of such Proceeding causes the
Commission concern that the Grantee's ability or willingness to perform the Agreement is
jeopardized, the Grantee may be required to provide the Commission with reasonable assurances
to demonstrate that: a.) the Grantee will be able to perform the Agreement in accordance with its
terms and conditions; and,b.) Grantee and/or its employees or agents have not and will not engage
in conduct in performing services for the Commission which is similar in nature to the conduct
alleged in such Proceeding.
F. Certain Violations of Federal Criminal Law. If this agreement includes a Federal award,then in
accordance with Section 200.113, OMB Uniform Guidance (2 CFR 200), Grantee must disclose,
in a timely manner, in writing to the Commission all violations of Federal criminal law involving
fraud,bribery, or gratuity violations potentially affecting the Federal award.
16. INSURANCE.
The Grantee warrants and represents that it is insured, or self-insured for liability insurance, in accordance
with applicable state law and that such insurance or self-insurance offers protection applicable to the
Grantee's officers, employees, servants and agents while acting within the scope of their employment with
the Grantee.
17. SPONSORSHIP.
As required by Section 286.25, F.S., if any recipient, subrecipient, contractor or subcontractor under this
grant is a nongovernmental organization which sponsors a program financed wholly or in part by state
funds, including any funds obtained through this Agreement, it shall, in publicizing, advertising, or
describing the sponsorship of the program, state: "Sponsored by(Grantee's name)and the State of Florida,
Fish and Wildlife Conservation Commission." If the sponsorship reference is in written material,the words
"State of Florida,Fish and Wildlife Conservation Commission"shall appear in the same size letters or type
as the name of the Grantee's organization. Additional sponsorship requirements may be specified in
Attachment A, Scope of Work.
18. PUBLIC RECORDS.
A. All records in conjunction with this Grant shall be public records and shall be treated in the same
manner as other public records that are under Chapter 119, F.S.
B. This Agreement may be unilaterally canceled by the Commission for refusal by the Grantee to
allow public access to all documents,papers, letters, or other material subject to the provisions of
Chapter 119,F.S., and made or received by the Grantee in conjunction with this Agreement,unless
exemption for such records is allowable under Florida law.
C. If the Grantee meets the definition of"Contractor"in Section 119.070l(1)(a)F.S.,the Grantee shall
comply with the following:
i. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF THE CHAPTER 119, FLORIDA STATUES,
TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS CONTRACT, CONTACT
THE CUSTODIAN OF PUBLIC RECORDS AT: 850-488-6553,
GRANT- GOVERNMENTAL ENTITY June 2019 Page 11 of 21
FWC Agreement No. 21060
RecordsCustodian(amyfwc.com, and 620 South Meridian Street,
Tallahassee FL 32399.
ii. Keep and maintain public records required by the Commission to perform the service.
iii. Upon request from the Commission's custodian of public records, provide the
Commission 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 Chapter
119, F.S. or as otherwise provided by law.
iv. Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law for the duration of
the contract term and following completion of the contract if the Contractor does not
transfer the records to the Commission.
v. Upon completion of the contract transfer, at no cost,to the Commission all public records
in possession of the Contractor or keep and maintain public records required by the
Commission to perform the service. If the Contractor transfers all public records to the
Commission upon completion of the contract, the Contractor shall destroy any duplicate
public records that are exempt or confidential and exempt from public records disclosure
requirements. If the Contractor keeps and maintains public records upon completion of
the contract, the Contractor shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the Commission, upon
request from the Commission's custodian of public records,in a format that is compatible
with the information technology systems of the Commission.
19. COOPERATION WITH INSPECTOR GENERAL.
Pursuant to subsection 20.055(5),F.S., Grantee,and any subcontractor to the Grantee,understand and will
comply with their duty to cooperate with the Inspector General in any investigation, audit, inspection,
review, or hearing. Upon request of the Inspector General or any other authorized State official, the
Grantee shall provide any type of information the Inspector General deems relevant to the Grantee's
integrity or responsibility.Such information may include,but shall not be limited to,the Grantee's business
or financial records, documents, or files of any type or form that refer to or relate to the Agreement. The
Grantee agrees to reimburse the State for the reasonable costs of investigation incurred by the Inspector
General or other authorized State official for investigations of the Grantee's compliance with the terms of
this or any other agreement between the Grantee and the State which results in the suspension or debarment
of the Grantee. Such costs shall include but shall not be limited to: salaries of investigators, including
overtime; travel and lodging expenses; and expert witness and documentary fees.
20. SECURITY AND CONFIDENTIALITY.
The Grantee shall not divulge to third parties any clearly marked confidential information obtained by the
Grantee or its agents, distributors, resellers, subcontractors, officers or employees in the course of
performing Grant work. To ensure confidentiality, the Grantee shall take appropriate steps regarding its
personnel, agents, and subcontractors. The warranties of this paragraph shall survive the Grant.
21. RECORD KEEPING REQUIREMENTS.
A. Grantee Responsibilities. The Grantee shall maintain accurate books, records, documents and
other evidence that sufficiently and properly reflect all direct and indirect costs of any nature
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expended in the performance of this Agreement,in accordance with generally accepted accounting
principles.
B. State Access to Grantee Books,Documents,Papers,and Records. The Grantee shall allow the
Commission, the Chief Financial Officer of the State of Florida, the Auditor General of the State
of Florida, the Florida Office of Program Policy Analysis and Government Accountability or
authorized representatives of the state or federal government to have access to any of the Grantee's
books, documents, papers, and records, including electronic storage media, as they may relate to
this Agreement, for the purposes of conducting audits or examinations or making excerpts or
transcriptions.
C. Grantee Records Retention. Unless otherwise specified in the Scope of Work,these records shall
be maintained for five (5)fiscal years following the close of this Agreement,or the period required
for this particular type of project by the General Records Schedules maintained by the Florida
Department of State (available at: http://dos.myflorida.com/library-archives/records-
management/general-records-schedules/), whichever is longer. Grantee shall cooperate with the
Commission to facilitate the duplication and transfer of such records upon the Commission's
request.
D. Grantee Responsibility to Include Records Requirements— Subcontractors. In the event any
work is subcontracted under this Agreement, the Grantee shall include the aforementioned audit
and record keeping requirements in all subsequent contracts.
E. Compliance with Federal Funding Accountability and Transparency. Any federal funds
awarded under this Agreement must comply with the Federal Funding Accountability and
Transparency Act(FFATA)of 2006. The intent of the FFATA is to empower every American with
the ability to hold the government accountable for each spending decision. The result is to reduce
wasteful spending in the government. The FFATA legislation requires that information on federal
awards (federal financial assistance and expenditures)be made available to the public via a single,
searchable website:http://www.USASpending_ og_v. Grant recipients awarded anew Federal grant
greater than or equal to $25,000.00 awarded on or after October 1,2010 are subject to the FFATA.
The Grantee agrees to provide the information necessary, over the life of this Agreement, for the
Commission to comply with this requirement.
22. FEDERAL AND FLORIDA SINGLE AUDIT ACT REQUIREMENTS.
Pursuant to the FSAA (or Federal) Vendor / Recipient Determination Checklist, the Grantee has been
determined to be a recipient of state financial assistance and/or a subrecipient of a federal award. Therefore,
pursuant to Section 215.97,F.S. and/or OMB Uniform Guidance (2 CFR 200), the Grantee may be subject
to the audit requirements of the Florida and/or Federal Single Audit Acts. If applicable, the Grantee shall
comply with the audit requirements outlined in Attachment B, "Requirements of the Federal and Florida
Single Audit Acts,"attached hereto and made a part of the Agreement, as applicable.
23. FEDERAL COMPLIANCE.
As applicable, Grantee shall comply with all federal laws, rules, and regulations,including but not limited
to:
A. Clean Air Act and Water Pollution Control Act. All applicable standards, orders, or
requirements issued under the Clean Air Act (42 U.S.C. 7401-7671q), and the Water Pollution
Control Act(33 U.S.C. 1251-1387, as amended).
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B. Lacey Act, 16 U.S.0 3371-3378. This Act prohibits trade in wildlife, fish and plants that have
been illegally taken,possessed, transported or sold.
C. Magnuson-Stevens Fishery Conservation and Management Act, 16 U.S.C. 1801-1884. This
Act governs marine fisheries in Federal waters.
D. Migratory Bird Treaty Act, 16 U.S.C. 703-712. The Act prohibits anyone, unless permitted, to
pursue,hunt, take, capture,kill, attempt to take,capture or kill,possess,offer for sale, sell, offer to
purchase,deliver for shipment,ship,cause to be shipped,deliver for transportation,transport,cause
to be transported, carry or cause to be carried by any means whatsoever, receive for shipment,
transport of carriage,or export, at any time,or in any manner, any migratory bird,or any part,nest,
or egg of such bird.
E. Endangered Species Act,16 U.S.C.1531,et seq. The Act provides a program for the conservation
of threatened and endangered plants and animals and the habitat in which they are found. The Act
also prohibits any action that cause a"taking"of any listed species of endangered fish or wildlife.
Also,generally prohibited are the import,export,interstate,and foreign commerce of listed species.
24. FEDERAL FUNDS.No Federal Funds are applied to this Agreement,therefore,the following terms
and conditions do not apply.
A. Prior Approval to Expend Federal Funds to Federal Agency or Employee. It is understood
and agreed that the Grantee is not authorized to expend any federal funds under this Contract to a
federal agency or employee without the prior written approval of the awarding federal agency.
B. Equal Employment Opportunity. Executive Order 11246 of September 24, 1965,entitled"Equal
Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as
supplemented in Department of Labor regulations (41 CFR Chapter 60). Applicable, except as
otherwise provide under 41 CFR Part 60, to any grant, contract, loan, insurance, or guarantee
involving Federal assisted construction.
C. Davis-Bacon Act. The Davis-Bacon Act, 40 U.S.C. 3141-3148, as supplemented by Department
of Labor regulations at 29 CFR Part 5.Applicable to contractors and subcontractors performing on
federally funded or assisted contracts in excess of $2,000.00 for the construction, alteration, or
repair (including painting and decorating) of public buildings or public works. Under this Act,
contractors and subcontractors must pay their laborers and mechanics employed under the contract
no less than the locally prevailing wages and fringe benefits for corresponding work on similar
projects in the area.
D. Copeland "Anti-Kickback Act. The Copeland "Anti-Kickback"Act, 40 U.S.C. 3141-3148, and
3146-3148, as supplemented by Department of Labor regulations (29 CFR Part 5). Applicable to
contracts awarded by a non-Federal entity in excess of$100,000.00 that involve employment of
mechanics or labors. Under this Act, contractors and subrecipients are prohibited from inducing,
by any mean, 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.
E. Contract Work Hours and Safety Standards Act. Sections 103 and 107 of the Agreement Work
Hours and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor
regulations (29 CFR part 5). Applicable to construction contracts awarded by Contractors and
subcontractors in excess of$2,000.00,and in excess of$2,500.00 for other contracts which involve
GRANT- GOVERNMENTAL ENTITY June 2019 Page 14 of 21
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the employment of mechanics or laborers. Under this Act, contractors and subcontractors must
compute wages of mechanics and laborers(workers)on the basis of a standard forty(40)hour work
week; provide workers no less than time and a half for hours worked in excess of the forty (40)
hour work week; and not require workers to work in surroundings or work conditions that are
unsanitary,hazardous, or dangerous.
F. Rights to Inventions Made Under a Contract or Agreement. 37 CFR Part 401. 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 the "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.
G. Energy Efficiency. Mandatory standards and policies relating to energy efficiency which are
contained in the State energy conservation plan issued in compliance with the Energy Policy and
Conservation Act(Pub. L. 94-163, 89 Stat. 871).
H. Debarment and Suspension Contractor Federal Certification. In accordance with Federal
Executive Order 12549 and 2 CFR Part 1400 regarding Debarment and Suspension, the Grantee
certifies that neither it,nor its principals,is presently debarred,suspended,proposed for debarment,
declared ineligible, or voluntarily excluded from participation in this transaction by any federal
department or agency; and,that the Grantee shall not knowingly enter into any lower tier contract,
or other covered transaction, with a person who is similarly debarred or suspended from
participating in this covered transaction.
I. Prohibition against Lobbying.
i, Grantee Certification— Payments to Influence. The Grantee certifies that no Federal
appropriated funds have been paid or will be paid, on or after December 22, 1989, by or
on behalf of the Grantee, to any person for influencing or attempting to influence an
officer or employee of an agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress, in connection with the awarding,
renewal,amending or modifying of any Federal contract,grant,or cooperative agreement.
The Grantee also certifies that they have not engaged any registrant under the Lobbying
Disclosure Act of 1995 who has made lobbying contacts on behalf of the Grantee with
respect to this Contract and its related federal contract, grant, loan, or cooperative
agreement; or,if the Grantee has engaged any registrant with respect to this Contract and
its related Federal contract,grant,loan,or cooperative agreement,the Grantee shall,prior
to or upon execution of this Contract,provide the Commission Contract Manager a signed
declaration listing the name of any said registrant. During the term of this Contract, and
at the end of each Calendar quarter in which any event occurs that materially affects the
accuracy of this certification or declaration, the Grantee shall file an updated declaration
with the Commission's Contract Manager.If any non-federal funds are used for lobbying
activities as described above in connection with this Contract, the Grantee shall submit
Standard Form-LLL, "Disclosure Form to Report Lobbying", and shall file quarterly
updates of any material changes. The Grantee shall require the language of this
certification to be included in all subcontracts, and all subcontractors shall certify and
disclose accordingly.
GRANT- GOVERNMENTAL ENTITY June 2019 Page 15 of 21
FWC Agreement No. 21060
ii. Grantee—Refrain from Subcontracting with Certain Organizations. Pursuant to the
Lobbying Disclosure Act of 1995, the Grantee agrees to refrain from entering into any
subcontracts under this Contract with any organization described in Section 501(c)(4) of
the Internal Revenue Code of 1986, unless such organization warrants that it does not,
and will not, engage in lobbying activities prohibited by the Act as a special condition of
the subcontract.
J. Compliance with Office of Management and Budget Circulars. As applicable, Grantee shall
comply with the following Office of Management and Budget(OMB) Uniform Guidance (2 CFR
200).
K. Drug Free Workplace.Pursuant to the Drug-Free Workplace Act of 1988,the Grantee attests and
certifies that the Grantee will provide a drug-free workplace compliant with 41 U.S.C. 81.
25. CONTRACT-RELATED PROCUREMENT.
A. PRIDE. In accordance with Section 946.515(6), F.S., if a product or service required for the
performance of this Contract is certified by or is available from Prison Rehabilitative Industries
and Diversified Enterprises, Inc. (PRIDE) and has been approved in accordance with Subsection
946.515(2), F.S., the following statement applies:
It is expressly understood and agreed that any articles which are the subject
of,or required to carry out,this contract shall be purchased from [PRIDE]
in the same manner and under the same procedures set forth in Subsections
946.515(2) and(4),F.S.; and for purposes of this contract the person,firm
or other business entity carrying out the provisions of this contract shall
be deemed to be substituted for this agency insofar as dealings with such
corporation are concerned.
The above clause is not applicable to subcontractors unless otherwise required by law. Additional
information about PRIDE and the products it offers is available at htip://www.pride-enterprises.org.
B. Respect of Florida. In accordance with Subsection 413.036(3), F.S., if a product or service
required for the performance of this Contract is on the procurement list established pursuant to
Subsection 413.035(2), F.S., the following statement applies:
It is expressly understood and agreed that any articles that are the subject
of, or required to carry out, this contract shall be purchased from a
nonprofit agency for the blind or for the severely handicapped that is
qualified pursuant to Chapter 413,F.S.,in the same manner and under the
same procedures set forth in Subsections 413.036(1) and(2),F.S.; and for
purposes of this contract,the person,firm or other business entity carrying
out the provisions of this contract shall be deemed to be substituted for the
state agency insofar as dealings with such qualified nonprofit agency are
concerned.
Additional information about the designated nonprofit agency and the products it offers is available
at htlp://www.respectofflorida.org.
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FWC Agreement No. 21060
C. Procurement of Recycled Products or Materials. Grantee agrees to procure any recycled
products or materials which are the subject of or are required to carry out this Contract in
accordance with Section 403.7065, F.S.
26. PROFESSIONAL SERVICES.
A. Architectural, Engineering, Landscape Architectural, or Survey and Mapping. If this
Agreement is for the acquisition of professional architectural, engineering, landscape architectural,
or registered surveying and mapping services, and is therefore subject to Section 287.055,F.S.,the
following provision applies:
The architect (or registered surveyor and mapper or professional engineer, as
applicable) warrants that he or she has not employed or retained any company or
person, other than a bona fide employee working solely for the architect (or
registered surveyor and mapper, or professional engineer, as applicable) to solicit
or secure this Agreement and that he or she has not paid or agreed to pay any
person,company,corporation,individual,or firm,other than a bona fide employee
working solely for the architect(or registered surveyor and mapper or professional
engineer, as applicable) any fee, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this
contract.
B. Termination for Breach. For the breach or violation of this provision,the Commission shall have
the right to terminate the Agreement without liability and, at its discretion, to deduct from the
Agreement price, or otherwise recover, the full amount of such fee, commission,percentage, gift,
or consideration.
27. INDEMNIFICATION.
If Grantee is a state agency or subdivision, as defined in Subsection 768.28(2),F.S.,pursuant to Subsection
768.28(19), F.S., neither Party indemnifies nor insures the other Party for the other Party's negligence. If
Grantee is not a state agency or subdivision as defined above, Grantee shall be fully liable for the actions
of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless
the State and the Commission, and their officers, agents, and employees, from suits, actions, damages, and
costs of every name and description, including attorneys' fees, arising from or relating to personal injury
and damage to real or personal tangible property alleged to be caused in whole or in part by Grantee, its
agents,employees,partners,or subcontractors,provided,however,that Grantee shall not indemnify for that
portion of any loss or damages proximately caused by the negligent act or omission of the State or the
Commission. If this is a Professional Services Agreement as defined in Subsection 725.08 F.S., then
notwithstanding the provisions of Subsection 725.06 F.S., the design professional shall only be liable for,
and fully indemnify, defend, and hold harmless the State, the Commission, and their officers, agents, and
employees,for actions caused in whole or in part,by the negligence,recklessness,or intentionally wrongful
conduct of the design professional and other persons employed or utilized by the design professional in the
performance of the Agreement.
28. NON-DISCRIMINATION.
No person, on the grounds of race, creed, color, national origin, age, sex, or disability, shall be excluded
from participation in,be denied the proceeds or benefits of, or be otherwise subjected to discrimination in
performance of this Agreement.
29. SEVERABILITY, CHOICE OF LAW,AND CHOICE OF VENUE.
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This Agreement has been delivered in the State of Florida and shall be construed in accordance with the
laws of Florida. Wherever possible, each provision of this Agreement shall be interpreted in such manner
as to be effective and valid under applicable law,but if any provision of this Agreement shall be prohibited
or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or
invalidity, without invalidating the remainder of such provision or the remaining provisions of this
Agreement. Any action in connection herewith,in law or equity, shall be brought in Leon County,Florida,
to the exclusion of all other lawful venues.
30. NO THIRD-PARTY RIGHTS.
The Parties hereto do not intend, nor shall this Agreement be construed to grant any rights, privileges or
interest to any person not a parry to this Agreement.
31. JURY TRIAL WAIVER.
As part of the consideration for this Agreement, the Parties hereby waive trial by jury in any action or
proceeding brought by any party against any other parry pertaining to any matter whatsoever arising out of
or in any way connected with this Agreement, or with the products or services provided under this
Agreement,including but not limited to any claim by the Grantee of quantum meruit.
32. PROHIBITION OF UNAUTHORIZED ALIENS.
In accordance with Federal Executive Order 96-236,the Commission shall consider the employment by the
Grantee of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationalization
Act. Such violation shall be cause for unilateral cancellation of this Agreement if the Grantee knowingly
employs unauthorized aliens.
33. EMPLOYMENT ELIGIBILITY VERIFICATION(E-VERIFY).
A. Requirement to Use E-Verify. Section 448.095(2) Florida Statute requires the Contractor to: 1.)
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 Purchase Order term; and 2.)
include in all subcontracts under this Purchase Order, the requirement that subcontractors
performing work or providing services pursuant to this Purchase Order utilize the E-Verify system
to verify the employment eligibility of all new employees hired by the subcontractor during the
term of the subcontract.
B. E-Verify Online.E-Verify is an Internet-based system that allows an employer,using information
reported on an employee's Form I-9, Employment Eligibility Verification, to determine the
eligibility of all new employees hired to work in the United States. The Department of Homeland
Security's E-Verify system can be found online at hops://www.e-verify.gov.
C. Enrollment in E-Verify. As a condition precedent to entering a Purchase Order with the
Commission, Contractors and Subcontractors shall register with and use the E-Verify system.
Failure to do so shall result in the Purchase Order not being issued, or if discovered after issuance,
termination of the Purchase Order.
D. E-Verify Recordkeeping. The Contractor further agrees to maintain records of its participation
and compliance with the provisions of the E-Verify program, including participation by its
subcontractors as provided above, and to make such records available to the Commission or other
GRANT- GOVERNMENTAL ENTITY June 2019 Page 18 of 21
FWC Agreement No. 21060
authorized state entity consistent with the terms of the Contractor's enrollment in the program. This
includes maintaining a copy of proof of the Contractor's and subcontractors' enrollment in the E-
Verify Program. If a contractor enters into a contract with a subcontractor, the subcontractor must
provide the contractor with an affidavit stating that the subcontractor does not employ, contract
with, or subcontract with an unauthorized alien. The contractor shall maintain a copy of such
affidavit for the duration of the contract.
E. Employment Eligibility Verification & Compliance. Compliance with the terms of the
Employment Eligibility Verification provision is made an express condition of this Purchase Order
and the Commission may treat a failure to comply as a material breach of the agreement. If the
Commission terminates the Purchase Order pursuant to Section 448.095(2)(c) Florida Statute, the
contractor may not be awarded a public contract for at least 1 year after the date on which the
contract was terminated and the Contractor is liable for any additional costs incurred by The
Commission as a result of the termination of this Purchase Order.
34. FORCE MAJEURE AND NOTICE OF DELAY FROM FORCE MAJEURE.
Neither Parry shall be liable to the other for any delay or failure to perform under this Agreement if such
delay or failure is neither the fault nor the negligence of the Parry or its employees or agents and the delay
is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause
wholly beyond the Party's control,or for any of the foregoing that affects subcontractors or suppliers if no
alternate source of supply is available. However,in the event of delay from the foregoing causes,the Party
shall take all reasonable measures to mitigate any and all resulting delay or disruption in the Party's
performance obligation under this Agreement.If the delay is excusable under this paragraph,the delay will
not result in any additional charge or cost under the Agreement to either Parry. In the case of any delay the
Grantee believes is excusable under this paragraph, Grantee shall notify the Commission's Grant Manager
in writing of the delay or potential delay and describe the cause of the delay either: (1) within ten (10)
calendar days after the cause that creates or will create the delay first arose, if Grantee could reasonably
foresee that a delay could occur as a result; or(2)within five (5) calendar days after the date Grantee first
had reason to believe that a delay could result, if the delay is not reasonably foreseeable. THE
FOREGOING SHALL CONSTITUTE GRANTEE'S SOLE REMEDY OR EXCUSE WITH
RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a condition precedent
to such remedy. The Commission,in its sole discretion,will determine if the delay is excusable under this
paragraph and will notify Grantee of its decision in writing. No claim for damages, other than for an
extension of time, shall be asserted against the Commission. Grantee shall not be entitled to an increase in
the Agreement price or payment of any kind from the Commission for direct, indirect, consequential,
impact,or other costs,expenses or damages,including but not limited to costs of acceleration or inefficiency
arising because of delay,disruption,interference,or hindrance from any cause whatsoever. If performance
is suspended or delayed,in whole or in part, due to any of the causes described in this paragraph, after the
causes have ceased to exist, Grantee shall perform at no increased cost,unless the Commission determines,
in its sole discretion,that the delay will significantly impair the value of the Agreement to the Commission
or the State, in which case, the Commission may do any or all of the following: (1) accept allocated
performance or deliveries from Grantee, provided that Grantee grants preferential treatment to the
Commission with respect to products or services subjected to allocation; (2)purchase from other sources
(without recourse to and by Grantee for the related costs and expenses)to replace all or part of the products
or services that are the subject of the delay,which purchases may be deducted from the Agreement quantity;
or(3) terminate the Agreement in whole or in part.
35. TIME IS OF THE ESSENCE.
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FWC Agreement No. 21060
Time is of the essence regarding the performance obligations set forth in this Agreement. Any additional
deadlines for performance for Grantee's obligation to timely provide deliverables under this Agreement
including but not limited to timely submittal of reports, are contained in the Scope of Work,Attachment A.
36. ENTIRE AGREEMENT.
This Agreement with all incorporated attachments and exhibits represents the entire Agreement of the
Parties. Any alterations, variations, changes, modifications or waivers of provisions of this Agreement
shall only be valid when they have been reduced to writing, and duly signed by each of the Parties hereto,
unless otherwise provided herein. In the event of conflict, the following order of precedence shall prevail;
this Agreement and its attachments, the terms of the solicitation and the Grantee's response to the
solicitation.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGE TO FOLLOW
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FWC Agreement No. 21060
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed through their
duly authorized signatories on the day and year last written below.
Monroe County BOCC
Florida Fish and Wildlife Conservation Commission
Digitally signed by Gregg Eason
" f Gregg E a S O n Date:2021.07.28 15:53:59-04'00'
Signature Executive Director(or designee)
Name: Roman Gastesi Name:
Title: Monroe County Administrator Title:
Date: July 26, 2021 Date:
MONROE COUNTYATTORNEY
T
Date, Approved as to form and legality:
c
FWC Att cy Signature
Attachments in this Agreement include the following:
Attachment A Scope of Work
Attachment B Requirements of the Federal and Florida Single Audit Acts
Exhibit I Federal and State Funding Detail
Attachment C Cost Reimbursement Contract Payment Requirements
Attachment D Derelict Vessel Removal Best Management Practices
Attachment E Letter of Return on Investment for the State
Attachment F Sample Invoice Form
Attachment G Monthly Progress Report
Attachment H Certificate of Completion
Attachment I Required Documents Submission List
Attachment J DV Grant Monitoring Guidelines
GRANT- GOVERNMENTAL ENTITY June 2019 Page 21 of 21