Item F08 F8
BOARD OF COUNTY COMMISSIONERS
COUNTY of MONROE �� i Mayor Holly Merrill Raschein,District 5
The Florida Keys Mayor Pro Tern James K.Scholl,District 3
Craig Cates,District 1
Michelle Lincoln,District 2
' David Rice,District 4
Board of County Commissioners Meeting
January 31, 2024
Agenda Item Number: F8
2023-1982
BULK ITEM: Yes DEPARTMENT: County Land Acquisition And Land
Management
TIME APPROXIMATE: STAFF CONTACT: Beth Bergh
NA
AGENDA ITEM WORDING: Approval of a 10-year Contract with Florida Fish& Wildlife
Conservation Commission "FFWCC" to Continue Funding the Removal of Invasive Exotic Plants from
Monroe County Conservation Lands in the Total Amount of Funding Not to Exceed $2.5 Million Over
the 10-year Period.
ITEM BACKGROUND:
Monroe County's existing 10-year contract with FFWCC for funding the removal of invasive exotic
plants from County conservation lands is due to expire on June 30, 2024. The proposed contract will
replace the existing contract and extend the project until 2033. FFWCC funding is awarded to the
County through annual task assignments. The maximum amount of funding Monroe County can receive
under this contract is a total of$2.5 million over the 10-year period.
PREVIOUS RELEVANT BOCC ACTION:
May 2014 -Approval of a 10-year contract with FFWCC for funding to remove invasive exotic plant
species, this contract is due to expire this year(2024).
February 2004 - Approval of a 10-year contract with FFWCC for funding to remove invasive exotic
plant species (expired in 2014).
The Board has approved annual task assignments to receive funding since 2005.
INSURANCE REQUIRED:
No
CONTRACT/AGREEMENT CHANGES:
N/A
STAFF RECOMMENDATION: Approval.
1533
DOCUMENTATION:
FWC 10 yr contract 2014.PDF
Proposed Monroe_County_FWC_Contract-23007—with—attachments.pdf
FINANCIAL IMPACT:
Effective Date: Upon Execution
Expiration Date: June 30, 2033
Total Dollar Value of Contract: Not to exceed $2.5 million in FFWCC funding over 10 years
Total Cost to County: NA
Current Year Portion: $0
Budgeted: NA
Source of Funds:
CPI: NA
Indirect Costs: NA
Estimated Ongoing Costs Not Included in above dollar amounts: $ 0
Revenue Producing: No If yes, amount:
Grant:
County Match:
Insurance Required: No
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FWC Contract No. 13101
STATE OF FLORIDA
FLORIDA FISH AND WILDLIFE CONSERVATION COMMISSION
CONTRACT No. 13101
The FLORIDA FISH AND WILDLIFE CONSERVATION COMMISSION, whose address is
620 South Meridian Street,Tallahassee,Florida 32399-1600,hereafter"Commission," and MONROE
COUNTY, FLORIDA, 59-6000749-011, whose address is Monroe County Board of County
Commissioners, 1100 Simonton St., Key West, Florida, 33040,hereinafter"Contractor",
collectively, "Parties".
INTRODUCTORY CLAUSES
The Commission and Contractor intend to partner together to to perform upland invasive plant
control services on a Task Assignment basis (copies of the Task Assignment Form and Task
Assignment Change Order Form are attached hereto as Attachments D and E, respectively) as
defined herein and the Contractor does hereby agree to perform such services upon the terms and
conditions set forth in this Contract, Attachment A (Scope of Work) and all attachments and
exhibits named herein which are attached hereto and incorporated by reference. Each project to
be performed by the Contractor shall be authorized by a separate task assignment notification
form. No minimum amount is guaranteed under this Contract. For services rendered the
Commission shall pay on a combination fixed price/cost reimbursement/fee schedule basis as
specified in each executed Task Assignment.
The Contractor shall satisfactorily perform the services described in each executed Task
Assignment and executed Task Assignment Change Order. Any and all equipment, products, or
materials necessary to perform this Contract shall be supplied by the Contractor, unless
otherwise specified herein. ;
The Commission has awarded this Contract pursuant to the requirements of Section 287.057,
Florida Statutes; and
Such benefits are for the ultimate good of the State of Florida, its resources, wildlife, and public
welfare.
TERMS OF THE CONTRACT
The Commission and the Contractor,for the considerations stated in this Contract, agree as
follows:
1. PROJECT DESCRIPTION. The Contractor shall provide the services and products, 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 Contract was competitively procured,the Contractor's response to the Commission's
solicitation is hereby incorporated by reference.
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FWC Contract No. 13101
2. PERFORMANCE.
A. Contractor Performance.The Contractor 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 Contract shall be supplied by the Contractor.Contractor shall obtain
all necessary local,state, and federal authorizations necessary to complete this project,
and the Contractor shall be licensed as necessary to perform under this Contract as may
be required by law,rule, or regulation; the Contractor shall provide evidence of such
compliance to the Commission upon request.The Contractor shall procure all supplies
and pay all charges,fees,taxes and incidentals that may be required for the completion of
this Contract. By acceptance of this Contract,the Contractor warrants that it has the
capability in all respects totally perform the requirements and the integrity and reliability
that will assure good-faith performance as a responsible Contractor. Contractor shall
immediately notify the Commission's Contract Manager in writing if its ability to
perform under the Contract is compromised in any manner during the term of the
Contract. The Commission shall take appropriate action,including potential termination
of this Contract pursuant to paragraph eleven(11) Remedies,below,in the event
Contractor's ability to perform under this Contract becomes compromised.
B. Contractor—Quarterly Minority and Service-Disabled Veteran Business Enterprise
Report.Contractor shall provide a quarterly Minority and Service-Disabled Veteran
Business Enterprise Report to the Commission's Contract Manager, summarizing the
participation of certified and non-certified minority and service-disabled veteran
subcontractors/material suppliers for the current quarter and project to date.The report
shall include the names, addresses and dollar amount of each certified and non-certified
Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a
copy must be forwarded to the Commission's Contract Manager. The Office of Supplier
Diversity at(850)487-0915 will assist in furnishing names of qualified minorities. The
Commission's Minority Coordinator at(850)488-3427 will assist with questions and
answers.
C. Contractor Responsibilities.Contractor agrees that all Contractor employees,
subcontractors,or agents performing work under the Contract shall be properly trained
technicians who meet or exceed any specified training qualifications. Upon request,
Contractor shall furnish a copy of technical certification or other proof of qualification.
All employees, subcontractors, or agents performing work under the Contract must
comply with all security and administrative requirements of the Commission. The
Commission may conduct, and Contractor shall cooperate in, a security background
check or otherwise assess any employee, subcontractor, or agent furnished by Contractor.
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 security or other
requirements. Such refusal shall not relieve Contractor of its obligation to perform all
work in compliance with the Contract. The Commission may reject and bar from any
facility for cause any of Contractor's employees, subcontractors, or agents.
D. Commission Rights to Assign or Transfer.Contractor agrees that the State of Florida
shall at all times be entitled to assign or transfer its rights, duties, or obligations under this
Contract to another governmental agency in the State of Florida,upon giving prior
written notice to Contractor.
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FWC Contract No. 13101
3. CONTRACT PERIOD.
A. Contract Period and Limited Obligation Period.This Contract shall begin upon
execution by both Parties or July 1, 2014 (whichever is later) and end June 30, 2024,
inclusive. The Commission shall not be obligated to pay for costs related to this Contract
prior to its beginning date or after its ending date.
B. Renewal—Competitive Procurement.If this Contract was competitively procured,the
renewal price(s) must be set forth in the Contractor's response to the Commission's bid
document. The renewal price(s) for this Contract are included in the Scope of Work. If
applicable,renewal of this Contract shall be subject to the availability of funds,
satisfactory performance evaluations by the Commission, and at the discretion of the
Commission; it must also be in writing and subject to the same terms and conditions of
this Contract. Renewal amendments must be executed prior to the end date of the
Contract. Any costs associated with a renewal may not be passed onto the Commission.
C. Renewal—Exceptional Purchase.If this Contract was procured by an exceptional
purchase pursuant to Subsections 287.057(3)(a) or(3)(c),Florida Statutes (F.S.),it may
not be renewed. Subsection 287.057(13),F.S.,provides that contracts for commodities or
contractual services may be renewed for up to three (3)years, or for a total term not to
exceed the original Contract period, whichever is longer. If applicable,renewal of this
Contract shall be subject to the availability of funds, satisfactory performance evaluations
by the Commission, and at the discretion of the Commission; it must also be in writing
and subject to the same terms and conditions of this Contract. Renewal amendments must
be executed prior to the end date of the Contract. Any costs associated with a renewal
may not be passed onto the Commission.
D. Renewal Period.This Contract may not be renewed. If this contract was competitively
procured,the renewal price(s) must be set forth in the Contractor's response to the
Commission's bid document. The renewal price(s)for this Contract are included in the
Scope of Work.
E. Extension.If this is a contract for contractual services, any extension of this contract as
provided for in the Scope of Work shall be in writing for a period not to exceed six (6)
months and shall be subject to the same terms and conditions set forth in the initial
contract.There shall be only one extension of this contract unless the failure to meet the
criteria set forth in the contract for completion of the contract is due to events beyond the
control of the contractor.
4. COMPENSATION AND PAYMENTS.
A. Compensation.As consideration for the services rendered by the Contractor under the
terms of this Contract,the Commission shall pay the Contractor on a cost reimbursement
basis in an amount not to exceed$4,000,000.00
B. Payments.The Commission shall pay the Contractor for satisfactory performance of the
tasks identified in the 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 Contract Manager,identified in paragraph twelve(12),below. Unless
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otherwise specified in the Scope of Work, invoices shall be due monthly, commencing
from the start date of this Contract. Invoices must be legible and must clearly reflect the
goods or services that were provided in accordance with the terms of the Contract for the
invoice period. Unless otherwise specified in the Scope of Work, a final invoice shall be
submitted to the Commission no later than 45 days following the expiration date of this
Contract to assure the availability of funds for payment. Costs under this Contract must
be obligated and all work completed by the Contractor by the end of the Contract period
identified in paragraph three(3).
C. Invoices.Each invoice shall include the Commission Contract Number and the
Contractor's Federal Employer Identification(FEID)Number. Invoices may be
submitted electronically. 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 Contract shall be submitted in detail sufficient for a proper pre-audit and
post-audit thereof. Contractor acknowledges that the Commission's Contract Manager
shall reject invoices lacking documentation necessary to justify invoiced expenses.
D. Travel Expenses.If authorized in the Scope of Work,travel expenses shall be
reimbursed in accordance with Section 112.061,F.S.
E. State Obligation to Pay.The State of Florida's performance and obligation to pay under
this Contract is contingent upon an annual appropriation by the Legislature. The parties
hereto understand that this Contract and any renewal thereof 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 Contract, and as to what constitutes an "annual appropriation" of funds to
complete this Contract. If such funds are not appropriated or available for the Contract
purpose, such event will not constitute a default on behalf of the Commission or the
State. The Commission's Contract Manager shall notify Contractor in writing at the
earliest possible time if funds are not appropriated or available.
F. Non-Competitive Procurement and Rate of Payment.Section 216.3475,F.S.,requires
that under non-competitive procurements, a Contractor 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, Contractor warrants,by execution of
this Contract,that the amount of non-competitive compensation provided in this Contract
is in compliance with Section 216.3475,F.S.
G. Professional Services—Truth-In-Negotiation Certificate. If this Contract is for
professional services and contains a lump-sum or a cost-plus-a-fixed-fee form of
compensation which exceeds the threshold of Category Four($195,000) as provided in
Section 287.017,F.S.,then:
a. The Contractor must execute a Truth-in-Negotiations Certificate stating that wage
rates and other factual unit costs supporting the compensation are accurate, complete,
and current at the time of contracting,pursuant to Section 287.055(5),F.S.
b. The original contract price and any additions will be adjusted to exclude any
significant sums by which the Commission determines the contract price was
increased due to inaccurate, incomplete, or noncurrent wage rates. All such contract
adjustments must be made within one(1)year following the end of this Contract.
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H. Time Limits for Payment of Invoices.Payments shall be made in accordance with
Sections 215.422 and 287.0585,F.S., governing time limits for payment of invoices.
Section 215.422,F.S.provides that agencies have five(5) working days to inspect and
approve goods and services,unless bid specifications or 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 goods or services 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 vendor 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.
1. Electronic Funds Transfer. Contractor 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 Contract. Copies of the Authorization form and a sample
blank enrollment letter can be found on the vendor instruction page at:
http://www.fldfs.conVaadir/direct deposit web/Vendors.htm
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.
I 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. CERTIFICATIONS AND ASSURANCES.Upon execution of this Contract by the Contractor,
the Contractor shall complete, sign and return to the Commission's Contract Manager a
completed copy of the form entitled"Certifications and Assurances,"attached hereto and
incorporated as Attachment B. This includes: Debarment and Suspension Certification;
Certification Against Lobbying; Certification Regarding Public Entity Crimes; and Certification
Regarding the Scrutinized Companies List(applicable to contracts for goods or services in excess
of$1 million); Attachment B,incorporated and made part of this Contract.
f. MYFLORIDAMARKETPLACE VENDOR REGISTRATION AND TRANSACTION
FEE.
A. MyFloridaMarketPlace.In accordance with Rule 60A-1.030 of the Florida
Administrative Code(F.A.C.), each vendor doing business with the State for the sale of
commodities or contractual services as defined in Section 287.012,F.S., shall register in
the MyFloridaMarketPlace system,unless exempted under Rule 60A-1.030(3),F.A.C.
Information about the registration process is available, and registration may be
completed, at the MyFloridaMarketPlace website(link under Business on the State portal
at www.myflorida.com). Interested persons lacking Internet access may request
assistance from the MyFloridaMarketPlace Customer Service at(866-352-3776) or from
State Purchasing,4050 Esplanade Way, Suite 300,Tallahassee,Florida 32399.
B. Transaction Fee.Pursuant to Section 287.057(22),F.S., all payments,unless exempt
under Rule 60A-1.030(3),F.A.C., shall be assessed a Transaction Fee of one percent
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(1.0%), which the Contractor shall pay to the State.For payments within the State
accounting system(Florida Accounting Information Resource, FLAIR, or its successor),
the Transaction Fee shall, when possible,be automatically deducted from payments to the
Contractor. If automatic deduction is not possible,the Contractor shall pay the
Transaction Fee pursuant to Rule 60A-1.031(2),F.A.C. By submission of these reports
and corresponding payments, Contractor certifies their correctness. All such reports and
payments shall be subject to audit by the State or its designee.
C. Transaction Fee Credits.The Contractor shall receive a credit for any Transaction Fee
paid by the Contractor for the purchase of any items(s)if such items(s) are returned to the
Contractor through no fault, act, or omission of the Contractor. Notwithstanding the
foregoing, a Transaction Fee is non-refundable when an item is rejected or returned, or
declined, due to the Contractor's failure to perform or comply with specifications or
requirements of the Contract. Failure to comply with these requirements shall constitute
grounds for declaring the Contractor in default and recovering re-procurement costs from
the Contractor in addition to all outstanding fees. VENDORS DELINQUENT IN
PAYING TRANSACTION FEES MAY BE EXCLUDED FROM CONDUCTING
FUTURE BUSINESS WITH THE STATE.
7. RETURN OR RECOUPMENT OF FUNDS.
A. Overpayments to Contractor.Contractor shall return to the Commission any
overpayments due to unearned funds or funds disallowed pursuant to the terms of this
Contract that were disbursed to Contractor by the Commission. In the event that
Contractor or its independent auditor discovers that overpayment has been made,
Contractor shall repay said overpayment within forty (40) calendar days without prior
notification from the Commission. In the event that the Commission first discovers an
overpayment has been made,the Commission will notify Contractor 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 Contract Manager, and made
payable to the"The Florida Fish and Wildlife Conservation Commission."
B. Additional Costs or Monetary Loss Resulting from Contractor Non-Compliance.If
Contractor's non-compliance with any provision of the Contract results in additional cost
or monetary loss to the Commission or the State of Florida, the Commission can recoup
that cost or loss from monies owed to Contractor under this Contract or any other
contract between Contractor and the Commission. In the event that the discovery of this
cost or loss arises when no monies are available under this Contract or any other contract
between Contractor and the Commission, Contractor 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 Contractor 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.
8. COMMISSION EXEMPT FROM TAXES,PROPERTY EXEMPT FROM LIEN. The
Contractor 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 Contract.
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The Contractor acknowledges that Property being improved is titled to the State of Florida,
belongs to the State of Florida, and is not subject to lien of any kind for any reason. The
Contractor shall include notice of such exemptions in any subcontracts and purchase orders
issued hereunder
9. MONITORING. The Commission's Contract Manager shall actively monitor Contractor's
performance and compliance with the terms of this Contract. The Commission reserves the right
for any Commission staff to make scheduled or unscheduled, announced or unannounced
monitoring visits. Specific monitoring terms, conditions, and schedules may be included in the
Scope of Work.
10. TERMINATION.
A. Commission Unilateral Termination.The Commission may unilaterally terminate this
Contract for convenience by providing the Contractor with thirty (30) calendar days of
written notice of its intent to terminate. Contractor shall not be entitled to recover any
cancellation charges or lost profits.
B. Termination—Fraud or Willful Misconduct.This Contract shall terminate
immediately in the event of fraud or willful misconduct on the part of the Contractor. In
the event of such termination,the Commission shall provide Contractor with written
notice of termination.
C. Termination-Funds Unavailability.In the event funds to finance this Contract become
unavailable or if federal or state funds upon which this Contract is dependent are
withdrawn or redirected, the Commission may terminate this Contract upon no less than
twenty-four(24)hours notice in writing to Contractor. 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 Contract to another program thus causing"lack of
funds." In the event of termination of this Contract under this provision, Contractor will
be compensated for any work satisfactorily completed prior to notification of termination.
D. Termination—Other.The Commission may terminate this Contract if the Contractor
fails to: 1.) comply with all terms and conditions of this Contract; 2.)produce each
deliverable within the time specified by the Contract or extension; 3.) maintain adequate
progress,thus endangering the performance of the Contract; 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
Contract. Contractor shall not be entitled to recover any cancellation charges or lost
profits.
E. Contractor Discontinuation of Activities upon Termination Notice.Upon receipt of
notice of termination,the Contractor shall,unless the notice directs otherwise,
immediately discontinue all activities authorized hereunder. Upon termination of this
Contract,the Contractor 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.
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11. REMEDIES.
A. Financial Consequences.In accordance with Section 287.058(1)(h),F.S., the Scope of
Work, contains clearly defined deliverables. If Contractor 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 Contractor's payment. 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 Contract.
12. NOTICES AND CORRESPONDENCE. Any and all notices shall be delivered to the
individuals identified below. In the event that any Party designates a different Contract Manager
after the execution of this Contract, the Party will provide written notice of the name, address, zip
code,telephone and fax numbers, and email address of the newest Contract Manager or
individual authorized to receive notice on behalf of that Party to all other Parties as soon as
possible,but not later than five(5)business days after the new Contract Manager has been
named. A designation of a new Contract Manager shall not require a formal amendment to the
Contract.
FOR THE COMMISSION: FOR THE CONTRACTOR:
Contract Manager Contract Manager
Beth Bergh
Environmental Scientist III Land Steward
Monroe County
3800 Commonwealth Blvd. #705 2798 Overseas Highway. Suite 400
Tallahassee, FL 32399 Marathon,FL 33050
850.617.9427 305.289.2511
, �" 305.289.2854
Ruark.cleary@myfwc.com Bergh-Beth@monroecounty-fl.gov
13. AMENDMENT.
A. Waiver or Modification.No waiver or modification of this Contract or of any covenant,
condition, or limitation herein contained shall be valid unless in writing and lawfully
executed by both parties.
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B. Change Orders.The Commission may, at any time,by written order,make a change to
this Contract. 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
Contractor'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 Regulations.The Parties agree to renegotiate
this Contract if federal and/or state revisions of any applicable laws or regulations make
changes in the Contract necessary.
14. INTELLECTUAL PROPERTY RIGHTS.
A. Contractor's Preexisting Intellectual Property(Proprietary)Rights.Unless
specifically addressed otherwise in the Scope of Work, intellectual property rights to the
Contractor's preexisting property will remain with the Contractor. Contractor shall
indemnify and hold harmless the Commission and its employees from any liability,
including costs,expenses, and attorney's fees,for or on account of any copyrighted,
patented, or un-patented invention,process or article manufactured or supplied by
Contractor.
B. Proceeds Related to Intellectual Property Rights.Proceeds derived from the sale,
licensing, marketing or other authorization related to any intellectual property right
created or otherwise developed by the Contractor under this Contract for the Commission
shall be handled in the manner specified by applicable state statute.
C. Commission Intellectual Property Rights.Where activities supported by this Contract
produce original writing, sound recordings,pictorial reproductions, drawings or other
graphic representation 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
Contract 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.
15. RELATIONSHIP OF THE PARTIES.
A. Independent Contractor.The Contractor shall perform as an independent contractor
and not as an agent,representative, or employee of the Commission. The Contractor
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 Contractor and the Commission.
B. Contractor Training Qualifications. Contractor agrees that all Contractor employees,
subcontractors,or agents performing work under the Contract shall be properly trained
technicians who meet or exceed any specified training qualifications. Upon request,
Contractor shall furnish a copy of technical certification or other proof of qualification.
C. Commission Security.All employees, subcontractors, or agents performing work under
the Contract must comply with all security and administrative requirements of the
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Commission.The Commission may conduct, and Contractor shall cooperate in, a security
background check or otherwise assess any employee, subcontractor, or agent furnished
by Contractor. 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
security or other requirements. Such refusal shall not relieve Contractor of its obligation
to perform all work in compliance with the Contract. The Commission may reject and
bar from any facility for cause any of Contractor's employees, subcontractors, or agents.
D. Commission Rights to Assign or Transfer.Contractor agrees that the State of Florida
shall at all times be entitled to assign or transfer its rights, duties, or obligations under this
Contract to another governmental agency in the State of Florida,upon giving prior
written notice to Contractor.
E. Commission Rights to Undertake or Award Supplemental Contracts. Contractor
agrees that the Commission may undertake or award supplemental contracts for work
related to the Contract. Contractor and its subcontractors shall cooperate with such other
contractors and the Commission in all such cases.
16. SUBCONTRACTS.
A. Authority. Contractor is permitted to subcontract work under this Agreement,
therefore,the following terms and conditions apply.If Contractor is authorized to
subcontract, Contractor shall ensure, and provide assurances to the Commission upon
request,that any subcontractor selected for work under this Contract has the necessary
qualifications and abilities to perform in accordance with the terms and conditions of this
Contract. Contractor must provide the Commission with the names of any subcontractor
considered for work under this Contract;the Commission reserves the right to reject any
subcontractor. Contractor 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. Contractor further agrees
that the Commission shall not be liable to any subcontractor for any expenses or
liabilities incurred under the subcontract and Contractor shall be solely liable to the
subcontractor for all expenses and liabilities incurred under the subcontract. Contractor,
at its expense, will defend the Commission against such claims. The following provisions
apply,in addition to any terms and conditions included in the Scope of Work.
B. Contractor Payments to Subcontractor.If subcontracting is permitted pursuant to
Paragraph A, above, Contractor agrees to make payments to the subcontractor within
seven (7)working days after receipt of full or partial payments from the Commission in
accordance with Section 287.0585,F.S.,unless otherwise stated in the contract between
Contractor and subcontractor. Contractor's failure to pay its subcontractors within seven
(7) working days will result in a penalty charged against Contractor and paid to the
subcontractor in the amount of one-half of one(1)percent 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 (15)percent of the
outstanding balance due.
C. Commission Right to Reject Subcontractor Employees.The Commission shall retain
the right to reject any of Contractor's or subcontractor's employees whose qualifications
or performance, in the Commission's judgment, are insufficient.
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D. Subcontractor as Independent Contractor.If subcontracting is permitted pursuant to
Paragraph A above, Contractor 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 venturer, or partner of the State of
Florida.
17. MANDATORY DISCLOSURE.
A. Disclosure of Interested State Employees.This Contract is subject to Chapter 112,F.S.
Contractors shall disclose the name of any officer,director, employee, or other agent who
is also an employee of the State of Florida. Contractors shall also disclose the name of
any State employee who owns, directly or indirectly, an interest of five percent(5%) or
more in Contractor or its affiliates.
B. Prompt Disclosure of Litigation,Investigations,Arbitration,or Administrative
Proceedings.Throughout the term of the Contract, Contractor has a continuing duty to
promptly disclose to the Commission's Contract Manager, upon occurrence, all civil or
criminal litigation,investigations, arbitration,or administrative proceedings
(Proceedings)relating to or affecting the Contractor's ability to perform under this
contract. If the existence of such Proceeding causes the Commission concern that the
Contractor's ability or willingness to perform the Contract is jeopardized, Contractor may
be required to provide the Commission with reasonable assurances to demonstrate that:
a.) Contractor will be able to perform the Contract in accordance with its terms and
conditions; and,b.)Contractor and/or its employees, agents or subcontractor(s)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.
18. INSURANCE.
A. Reasonably Associated Insurance.During the term of the Contract, Contractor, at its
sole expense, shall maintain insurance coverage of such types and with such terms and
limits as may be reasonably associated with the Contract. Providing and maintaining
adequate insurance coverage is a material obligation of the Contractor, and failure to
maintain such coverage may void the Contract. The limits of coverage under each policy
maintained by Contractor shall not be interpreted as limiting Contractor's liability and
obligations under the Contract. All insurance policies shall be through insurers licensed
and authorized to write policies in Florida.
B. Workers Compensation.To the extent required by Chapter 440,F.S.,the Contractor
will either be self-insured for Worker's Compensation claims, or will secure and maintain
during the life of this Contract,Workers' Compensation Insurance for all of its
employees connected with the work of this project, with minimum employers' liability
limits of$100,000 per accident, $100,000 per person, and$500,000 policy aggregate.
Such policy shall cover all employees engaged in any contract work. If any work is
subcontracted,the Contractor shall require the subcontractor similarly to provide
Workers' Compensation Insurance for all of the latter's employees unless such
employees are covered by the protection afforded by the Contractor. Such self-insurance
program or insurance coverage shall comply fully with the Florida Workers'
Compensation law(Chapter 440,F.S.). In case any class of employees engaged in
hazardous work under this Contract is not protected under Workers' Compensation
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statutes,the Contractor shall provide, and cause each subcontractor to provide, adequate
insurance satisfactory to the Commission,for the protection of its employees not
otherwise protected. Employers who have employees who are engaged in work in
Florida must use Florida rates,rules, and classifications for those employees.
C. General Liability Insurance.By execution of this Contract,unless Contractor is a state
agency or subdivision as defined by Subsection 768.28(2),F.S. or unless otherwise
provided for in the Scope of Work,Contractor shall provide reasonable and adequate
commercial general liability insurance coverage and hold such liability insurance at all
times during the Contract. A self-insurance program established and operating under the
laws of the State of Florida may provide such coverage.
D. Insurance Required for Performance.During the Contract term, Contractor shall
maintain any other types and forms of insurance required for the performance of this
Contract as required in the Scope of Work.
E. Written Verification of Insurance.Upon execution of this Contract, Contractor shall
provide the Commission written verification of the existence and amount for each type of
applicable insurance coverage. Within thirty(30) days of the effective date of the
Contract, Contractor shall furnish proof of applicable insurance coverage to the
Commission's Contract Manager by standard Association for Cooperative Operations
Research and Development(ACORD)form certificates of insurance. In the event that
any applicable coverage is cancelled by the insurer for any reason,Contractor shall
immediately notify the Commission's Contract Manager in writing of such cancellation
and shall obtain adequate replacement coverage conforming to the requirements herein
and provide proof of such replacement coverage within fifteen(15)business days after
the cancellation of coverage.
F. Commission Not Responsible for Insurance Deductible.The Commission shall be
exempt from, and in no way liable for, any sums of money representing a deductible in
any insurance policy. The payment of such deductible shall be the sole responsibility of
Contractor providing such insurance.
19. PUBLIC ENTITY CRIMES.
A. 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 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,F.S.,for
Category Two for a period of thirty-six(36) months from the date of being placed on the
convicted vendor list.
B. Notice of Conviction of Public Entity Crime.Any person must notify the Department
of Management Services and the Commission within 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.
C. Certifications and Assurances. Upon execution of this Contract by the Contractor, the
Contractor shall complete, sign and return to the Commission's Contract Manager a
completed copy of the form entitled"Certifications and Assurances," attached hereto and
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incorporated as Attachment B. This includes the Certification Regarding Public Entity
Crimes.
20. VENDORS ON SCRUTIMZED COMPANIES LIST
A. Scrutinized Companies.Pursuant to Section 287.135,Florida Statutes,if this Contract is
for goods or services in the amount of$1 million or more, in executing this Contract,
Contractor certifies,that it is not listed on: the Scrutinized Companies with Activities in
Sudan List; or the Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List, created pursuant to Section 215.473,F.S. and is not engaged in business
operations in Cuba or Syria.
B. Certifications and Assurances—Scrutinized Companies List.If this Contract is for
goods or services in the amount of$1 million or more,upon execution of this Contract by
the Contractor,the Contractor shall complete, sign and return to the Commission's
Contract Manager a completed copy of Attachment B, "Certifications and Assurances."
This includes the Certification Regarding the Scrutinized Companies List.
C. False Scrutinized Lists Certification—Termination.Pursuant to Subsection
287.135(3)(b),F.S., the Commission may immediately terminate this Contract for cause
if Contractor is found to have submitted a false certification or if, during the term of the
Contract, Contractor is placed on the Scrutinized Companies with Activities in Sudan
List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,
or engages in business operations in Cuba or Syria.
D. False Certifications—Termination Notice and Penalties.If the Commission
determines that Contractor has submitted a false certification, the Commission will
provide written notice to Contractor. Unless Contractor demonstrates in writing, within
ninety(90) days of receipt of the notice,that the Commission's determination of false
certification was made in error,the Commission shall bring a civil action against
Contractor. If the Commission's determination is upheld, a civil penalty equal to the
greater of$2 million or twice the amount of this Contract shall be imposed on Contractor,
and Contractor will be ineligible to bid on any contract with an agency or local
governmental entity for three(3)years after the date of the Commission's determination
of false certification by the Contractor.
E. Cessation of Federal Authority. In the event that federal law ceases to authorize the
states to adopt and enforce the contracting prohibition identified in this paragraph,this
provision shall be null and void to the extent no longer authorized.
21. SPONSORSHIP. As required by Section 286.25,F.S., if Contractor is a nongovernmental
organization which sponsors a program financed wholly or in part by state funds,including any
funds obtained through this Contract, it shall, in publicizing, advertising, or describing the
sponsorship of the program, state: "Sponsored by(Contractor'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 Contractor's organization.
22. PUBLIC RECORDS.
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A. This Contract may be unilaterally canceled by the Commission for refusal by the
Contractor to allow public access to all documents,papers,letters, or other material
subject to the provisions of Chapter 119,Florida Statutes, and made or received by the
Contractor in conjunction with this Contract,unless exemption for such records is
allowable under Florida law.
B. Pursuant to Section 119.0701,F.S.,the Contractor shall comply with the following:
i. Keep and maintain public records that ordinarily and necessarily would be
required by the Commission in order to perform the service.
ii. Provide the public with access to public records on the same terms and
conditions that the Commission would provide the records and at a cost that does
not exceed the cost provided in Chapter 119,F.S. or as otherwise provided by
law.
iii. Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by
law.
iv. Meet all requirements for retaining public records and transfer,at no cost,to the
Commission all public records in possession of the Contractor upon termination
of the contract and destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements. All
records stored electronically must be provided to the public agency in a format
that is compatible with the information technology systems of the Commission.
23. SECURITY AND CONFIDENTIALITY. The Contractor shall maintain the security of any
information created under this Contract that is identified or defined as "confidential"in the Scope
of Work. The Contractor shall not divulge to third parties any confidential information obtained
by the Contractor or its agents, distributors,resellers, subcontractors, officers or employees in the
course of performing Contract work. To ensure confidentiality,the Contractor shall take
appropriate steps regarding its personnel, agents, and subcontractors.The warranties of this
paragraph shall survive the Contract.
24. RECORD KEEPING REQUIREMENTS.
A. Contractor Responsibilities.The Contractor shall maintain accurate books,records,
documents and other evidence that sufficiently and properly reflect all direct and indirect
costs of any nature expended in the performance of this Contract,in accordance with
generally accepted accounting principles.
B. State Access to Contractor Books,Documents,Papers, and Records.The Contractor
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 Contractor's books,documents,papers, and
records,including electronic storage media, as they may relate to this Contract, for the
purposes of conducting audits or examinations or making excerpts or transcriptions.
C. Contractor Records Retention.Unless otherwise specified in the Scope of Work, these
records shall be maintained for five(5) years following the close of this Contract.
Contractor shall cooperate with the Commission to facilitate the duplication and transfer
of such records upon the Commission's request.
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D. Contractor Responsibility to Include Records Requirements—Subcontractors.In the
event any work is subcontracted under this Contract,Contractor shall include the
aforementioned audit and record keeping requirements in all subcontract agreements.
E. Compliance with Federal Funding Accountability and Transparency.Any federal
funds awarded under this Contract 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:
www.USASpending•gov. Grant recipients awarded a new Federal grant greater than or
equal to$25,000 awarded on or after October 1, 2010 are subject to the FFATA.
Contractor agrees to provide the information necessary, over the life of this Contract, for
the Commission to comply with this requirement.
25. NONEXPENDABLE PROPERTY.
A. Non-Expendable Property Defined.For the requirements of this section of the
Contract, "nonexpendable property" is the same as "property"as defined in Section
273.02,F.S. (equipment,fixtures, and other tangible personal property of a non-
consumable and nonexpendable nature,with a value or cost of$1,000 or more, and a
normal expected life of one year or more; hardback-covered bound books that are
circulated to students or the general public, with a value or cost of$25 or more; and
uncirculated hardback-covered bound books, with a value or cost of$250 or more).
B. T
itle to Nonexpendable Property.Title(ownership)to all nonexpendable property
acquired with funds from this Contract shall be vested in the Commission and said
property shall be transferred to the Commission upon completion or termination of the
Contract unless otherwise authorized in writing by the Commission or unless otherwise
specifically provided for in the Scope of Work.
26. FEDERAL FUNDS.No Federal Funds are applied to this Contract,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 Contractor 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. Compliance with Federal Laws,Rules and Regulations.As applicable,Contractor
shall comply with all federal laws,rules, and regulations, including but not limited to:
• 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).
• The Copeland"Anti-Kickback"Act(18 U.S.C. 874) as supplemented in Department
of Labor regulations (29 CFR part 3).
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• The Davis-Bacon Act(40 U.S.C. 276a to 276a-7)as supplemented by Department of
Labor regulations (29 CFR part 5).
• Sections 103 and 107 of the Contract Work Hours and Safety Standards Act(40
U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR part
5). (Construction contracts awarded by grantees and subgrantees in excess of$2000,
and in excess of$2500 for other contracts which involve the employment of
mechanics or laborers)
• All applicable standards, orders, or requirements issued under Section 306 of the
Clean Air Act(42 U.S.C. 1857(h)), Section 508 of the Clean Water Act(33 U.S.C.
1368),Executive Order 11738, and Environmental Protection Agency regulations (40
CFR part 15).
• 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).
C. Compliance with Office of Management and Budget Circulars.As applicable,
Contractor shall comply with the following Office of Management and Budget Circulars:
■ A-21 (2 CFR 220), Cost principles for Educational Institutions
■ A-87 (2 CFR 225), Cost Principles for State,Local, and Indian Tribal Governments
■ A-122(2 CFR 230), Cost Principles for Non-Profit Organizations
■ A-133,Audit of States,Local Governments, and Non-Profit Organizations
■ A-102, Grants and Cooperative Agreements with State and Local Governments
■ A-110,Uniform Administrative Requirements for Grants and Other Agreements with
Institutions of Higher Learning, Hospitals, and Other Non-Profit Organizations
27. DEBARMENT AND.SUSPENSION.
A. Contractor Federal Certification.In accordance with federal Executive Order 12549,
Debarment and Suspension,Contractor shall agree and certify 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 Contractor 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.
B. Contractor Commission Certification.Upon execution of this Contract by the
Contractor,the Contractor shall complete, sign and return to the Commission's Contract
Manager a completed copy of Attachment B, "Certifications and Assurances."This
includes the Certification Regarding Debarment, Suspension, and Other Responsibility
Matters.
28. PROHIBITION AGAINST LOBBYING
A. Contractor Certification—Payments to Influence.The Contractor certifies that no
federally appropriated funds have been paid or will be paid, on or after December 22,
1989,by or on behalf of the Contractor,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
contract. If any non-federal funds are used for lobbying activities as described above in
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connection with this Contract,the Contractor shall submit Standard Form-LLL,
"Disclosure Form to Report Lobbying", and shall file quarterly updates of any material
changes.The Contractor shall require the language of this certification to be included in
all subcontracts, and all subcontractors shall certify and disclose accordingly.
B. Contractor—Refrain from Subcontracting with Certain Organizations.Pursuant to
the Lobbying Disclosure Act of 1995,the Contractor 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.
C. Prohibition against Using Contract Funds for the Purpose of Lobbying.In
accordance with Section 216.347,F.S.,the Contractor is hereby prohibited from using
funds provided by this Contract for the purpose of lobbying the Legislature,the judicial
branch or a state agency. Upon request of the Commission's Inspector General, or other
authorized State official, Contractor shall provide any type of information the Inspector
General deems relevant to the Contractor's integrity or responsibility.
D. Contractor Completion of Certifications and Assurances.Upon execution of this
Contract by the Contractor,the Contractor shall complete, sign and return to the
Commission's Contract Manager a completed copy of Attachment B, "Certifications and
Assurances."This includes the Certification Regarding Lobbying.
29. 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
http://www.pride-enteKprises.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
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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 http://www.respectofflorida.org.
C. Procurement of Recycled Products or Materials.Contractor 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.
30. PURCHASE OR IMPROVEMENT OF REAL PROPERTY.
This Contract is not for the purchase or improvement of real property,therefore the following
terms and conditions do not apply.
The Contractor shall comply with Section 287.05805,F.S. This section requires the Contractor to
grant a security interest in the property to the State of Florida,the type and details of which are
provided for in the Scope of Work.
31. PROFESSIONAL SERVICES.
A. Architectural,Engineering,Landscape Architectural,or Survey and Mapping.If
this Contract is for the acquisition of professional architectural, engineering,landscape
architectural, or 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 contract 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 Contract without liability and, at its discretion,to
deduct from the Contract price, or otherwise recover,the full amount of such fee,
commission,percentage, gift, or consideration.
32. INDEMNIFICATION. If Contractor 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 Contractor is not a state agency or subdivision as
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defined above, Contractor 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
Contractor,its agents,employees,partners, or subcontractors,provided,however,that Contractor
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.
33. NON-DISCRIMINATION.
A. Non-Discrimination in Performance.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 Contract.
B. Discriminatory Vendor List.In accordance with Section 287.134,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. Contractor has a continuing duty to
disclose to the Commission whether they appear on the discriminatory vendor list.
34. SEVERABILITY, CHOICE OF LAW,AND CHOICE OF VENUE. This Contract 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 Contract shall be interpreted in such manner as to be
effective and valid under applicable law,but if any provision of this Contract 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 Contract. Any action in connection herewith,in law or equity, shall be brought
in Leon County,Florida,to the exclusion of all other lawful venues.
35. NO THIRD PARTY RIGHTS. The parties hereto do not intend nor shall this Contract be
construed to grant any rights,privileges or interest to any person not a party to this Contract.
36. JURY TRIAL WAIVER. As part of the consideration for this Contract,the parties hereby
waive trial by jury in any action or proceeding brought by any party against any other party
pertaining to any matter whatsoever arising out of or in any way connected with this Contract,or
with the products or services provided under this Contract,including but not limited to any claim
by the Contractor of quantum meruit.
37. PROHIBITION OF UNAUTHORIZED ALIENS.In accordance with federal Executive Order
96-236,the Commission shall consider the employment by the Contractor 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 Contract if the Contractor knowingly employs
unauthorized aliens.
38. EMPLOYMENT ELIGIBILITY VERIFICATION(E-VERIFY).
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A. Requirement to Use E-Verify.Executive Order 11-116, signed May 27, 2011,by the
Governor of Florida,requires Commission contracts in excess of nominal value to
expressly require 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 Contractor during the Contract term; and, 2.) include in all subcontracts under
this Contract,the requirement that subcontractors performing work or providing services
pursuant to this Contract 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 after the
effective date of the required Memorandum of Understanding(MOU); the responsibilities
and elections of federal contractors, however,may vary, as stated in Article II.D.l.c. of
the MOU. There is no charge to employers to use E-Verify. The Department of
Homeland Security's E-Verify system can be found online at
http://www.dhs.gov/files/progrrams/gc 1185221678150.shtm
C. Enrollment in E-Verify.If Contractor does not have an E-Verify MOU in effect,the
Contractor must enroll in the E-Verify system prior to hiring any new employee after the
effective date of this Contract.
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 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(which can be
accessed from the"Edit Company Profile"link on the left navigation menu of the E-
Verify employer's homepage).
E. Employment Eligibility Verification.Compliance with the terms of the Employment
Eligibility Verification provision is made an express condition of this Contract and the
Commission may treat a failure to comply as a material breach of the Contract.
39. FORCE MAJEURE AND NOTICE OF DELAY FROM FORCE MAJEURE. Neither Party
shall be liable to the other for any delay or failure to perform under this Contract if such delay or
failure is neither the fault nor the negligence of the Party 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 Contract.If the delay is
excusable under this paragraph, the delay will not result in any additional charge or cost under the
Contract to either Party. In the case of any delay Contractor believes is excusable under this
paragraph, Contractor shall notify the Commission's Contract 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 Contractor could reasonably foresee
that a delay could occur as a result; or(2)within five(5)calendar days after the date Contractor
first had reason to believe that a delay could result, if the delay is not reasonably foreseeable.
Ver. November 14, 2013 -Page 20 of 22
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FWC Contract No. 13101
THE FOREGOING SHALL CONSTITUTE CONTRACTOR'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 Contractor of its decision
in writing. No claim for damages, other than for an extension of time, shall be asserted against
the Commission. Contractor shall not be entitled to an increase in the Contract 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, Contractor shall perform at no increased
cost,unless the Commission determines,in its sole discretion,that the delay will„significantly
impair the value of the Contract to the Commission or the States in which case,the Commission
may do any or all of the following: (1)accept allocated performance or deliveries from
Contractor,provided that Contractor 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 Contractor 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 Contract
quantity; or(3)terminate the Contract in whole or in part.
40. TIME IS OF THE ESSENCE. Time is of the essence regarding the performance obligations set
forth in this Contract.Any additional deadlines for performance for Contractor's obligation to
timely provide deliverables under this Contract including but not limited tatimely,submittal of
reports, are contained in the•frcope of Work.
41. ENTIRE CONTRACT.This Contract with all incorporated attachments and exhibits represents
the entire Contract of the parties. Any alterations, variations, changes, modifications or waivers
of provisions of this Contract 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 contract and its attachments,the
terms of the solicitation and the contractor's response to the solicitation.
THE REMAINDER OF THIS PAGE WAS INTENTIONALLY LEFT BLANK
Ver.November 14, 2013 -Page 21 of 22
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FWC Contract No. 13101
IN WITNESS WHEREOF,the parties hereto have caused this Contract to be executed through
their duly authorized signatories on the day and year last written below.
MO OE CO FLORIDA FISH AND WILDLIFE
C SER COMMISSION
ame: ®� �/• Name
h
Title: Title:
Date: r �
-18 23
Approved as to form and legality by FWC Attorney:
�•T C�4Mfr M YN6,� Pj;
Name:
Date: . !
MnD
UNTY ATTORNY
AS TO FOR
Date: .,,.., _.
Attachments and Exhibits in this Contract include the following:
Attachment A Scope of Work
Attachment B Certifications and Assurances
Attachment C Weekly Progress Reports
Attachment D Task Assignment
Attachment E Task Assignment Change Order
Attachment F Cost Reimbursement Requirements
Ver. November 14, 2013 -Page 22 of 22
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ATTACHMENT A
SCOPE OF SERVICES
1. DESCRIPTION OF GOODS AND SERVICES PROCURED,OR PROJECT WORKPLAN
Background—The Fish and Wildlife Conservation Commission's Invasive Plant Management Section (IPMS) is the
designated lead entity in Florida responsible for coordinating and funding the statewide control of invasive aquatic and
upland plants in public waterways and on public conservation land. The Uplands Program funds individual invasive
plant control projects on public conservation land,based upon the recommendations from its eleven Regional Working
Groups. The Uplands Program melds these regional priorities into an efficient and cost-effective statewide control
program. To maximize operational funding of projects,the Uplands Program contracts with a few government agencies
to conduct work.Upland invasive plant control services will be performed on a Task Assignment(Attachment D)basis,
whereas projects in Monroe County ranked through the Florida Keys Working Group will be issued a Task Assignment
as long as there are sufficient funds.
Support of the Commission's Mission — Funding for the Uplands Program is provided through the Invasive Plant
Control Trust Fund as set forth in Section 369.252(4),F.S., which reads: "use funds in the Invasive Plant Control Trust
Fund ...for the purpose of controlling nonnative,upland,invasive plant species on public lands."
Description of Goods and Services —The Contractor or its subcontractors shall at all times provide on-site a ground
crew supervisor that is certified by the Florida Department of Agriculture and Consumer Services as part of the work
force. Ground Crew Supervisors will be responsible for: 1) coordination with program site manager on a daily/weekly
basis; 2) all control activities and safety on project sites; 3) assuring that all contract crews are knowledgeable of;and -
remain within property and treatment boundaries;4) assuring appropriate herbicide labels,Material Safety Data Sheets
(MSDS), and a copy of the fully executed task assignment with maps are on site; 5) avoid damage to native vegetation
and wildlife; and 6) strict adherence to all herbicide label application,precautionary, and safety statements.
The Contractor will be responsible for providing applicators with all supplies and equipment for upland invasive exotic
plant control, including vehicles, watercraft for transportation to work sites, GPS equipment for collecting site
positions,herbicides and adjuvants, sprayers, machetes,hand tools,chainsaws,brush cutters, safety equipment,potable
water, and suitable communications capability to facilitate operational coordination and safety of crew members.
Contractor shall be responsible for obtaining all permits related to the control and disposal of targeted vegetation unless
otherwise noted in the Task Assignment(Attachment D).
The Contractor shall provide the Commission, at the conclusion of each Task Assignment (Attachment D), a written
record of:
(a)total gallons/lbs of herbicides and adjuvants applied on the Weekly Progress Report(WPR)(Attachment C);
(b)total acres controlled and percent of acres and types of upland invasive exotic plants treated on the WPR;
(c)total hours of operating time,if cost reimbursement; and,
(d) a shapefile of the final treatment boundary.
All control efforts shall be at least 95% effective in preventing re-sprout of all target vegetation. If 95%kill rate is not
achieved for any area of the project after two months following project completion, one additional thorough treatment
of the plant species listed in the Task Assignment(Attachment D) will be the responsibility of the Contractor at no cost
to the Commission.
2. DELIVERABLES
Specific Project Deliverables—As specified in each Task Assignment Scope of Work(Attachment D); systematically
traverse, locate, and treat 100% of the FLEPPC listed invasive plants within the designated project areas in Monroe
County resulting in a minimum of 95% of target plants being killed.
Timeline for Completion—The Contractor shall submit invoices in accordance with the invoicing schedule outlined in
each executed Task Assignment Notification(Attachment D) or Task Assignment Change Order(Attachment E).
3. FINANCIAL CONSEQUENCES
If the County materially fails to comply with the terms and conditions of the Task Assignment (Attachment D) as
determined by the contract manager, including any Federal and State statutes, rules or regulations applicable to the
Task Assignment,the Commission shall take one or more of the following actions,as appropriate for the circumstances
and allowed by law: A-Temporarily withhold cash payments pending correction of the deficiency by the County;
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B-Reduction of cash payment if correction of deficiency is not made by the County; C-Disallow all or part of the cost
of the activity or action not in compliance; D- Request refund of previously disbursed payments related to deficiency;
E- Wholly or partly suspend or terminate this agreement; F- Withhold future task assignments for the project or
program;G-Seek other remedies legally available.
4. PERFORMANCE
A. RESPONSIBILITIES OF THE CONTRACTOR:
1. Upon full execution of the Task Assignment, the Contractor will coordinate with the FWC Site Manager to
establish a mutually agreeable work schedule;
2. A Ground Crew Supervisor, employed by the Contractor or its Subcontractor, will be present at all times when
work on the site is underway;
3. Ground Crew Supervisors will be responsible for all control activities and safety on project sites. The Ground
Crew Supervisor will assure contract crews are knowledgeable of, and remain within property and treatment
boundaries.Every effort shall be made by the Contractor to avoid damage to native vegetation and wildlife;
4. Ground Crew Supervisors will be pesticide applicators possessing current certification by the Florida Department
of Agriculture and Consumer Services (FDACS) in the Natural Areas categories. A copy of each supervisor's
FDACS certification will be provided to the FWC Site Manager prior to initiation of on-site supervisory duties;
5. The Ground Crew Supervisor may supervise a maximum of eight (8) field employees at any given time, unless
otherwise noted in the Task Assignment;
6. The Ground Crew Supervisor shall be responsible for the collection,recording, and timely submission of all data
and reports required. At weekly intervals and at the completion of initial treatments and site reassessment, a
complete report will be submitted to the Site Manager detailing sites treated, number and size of plants killed, and
type of treatment used.This data will be recorded on the FWC "Daily Progress Report Form";
7. The Contractor will strictly adhere to all herbicide label application,precautionary, and safety statements;
8. All control efforts (except cogon grass treatment) shall be at least 95% effective in preventing re-sprout of
treated target vegetation. If 95% kill rate is not achieved for any area of the project after two months following
project completion, one additional thorough treatment of the plant species listed under"Project Goals"in the project
area will be the responsibility of the Contractor at no cost to the FWC;
9. Cogon grass treatments shall be 100%effective in killing above ground portions (top kill) of target vegetation. If
100% top kill rate is not achieved for any area of the project after 30 days following project completion, one
additional thorough treatment of the plant species listed under "Project Goals" in the project area will be the
responsibility of the Contractor at no cost to the FWC;
10.The Contractor shall forward an original invoice along with all corresponding Weekly Progress Report Forms,
completed and approved, to FWC Invasive Plant Management, 3800 Commonwealth Boulevard,' MS 705,
Tallahassee,Florida 32399-3000 within ten(10)working days of work completion.
B. RESPONSIBILITIES OF THE DESIGNATED SITE MANAGER:
1. The Site Manager reserves the right to inspect, at any time, the Contractor's procedure, spray system(s), spray
solution(s), and other ancillary equipment, and to approve operating personnel; however, such inspection will not
relieve the Contractor of any obligations or responsibilities nor will it transfer any liability to the lands listed under
"Project Location";
2. No additional work can be added to this Task Assignment without a fully executed Change Order. Additional
work includes additional treatment areas or change irq treatment methodology;
5. RENEWALS AND EXTENSION(see terms in Contract)
6. COMPENSATION AND PAYMENT
Upland invasive plant control services will be performed on a Task Assignment (Attachment D) basis. The
Commission shall pay the Contractor on a cost reimbursement basis in an amount not to exceed the amount specified
on the executed Task Assignment for that fiscal year. This is a ten-year Contract with no money attached; however
Task Assignments shall not exceed $4,000,000 for the life of the Contract. Each project to be performed by the
Contractor shall be authorized by a separate task assignment notification form. No minimum amount is guaranteed
under this Contract. The Contractor is not authorized to perform any services or purchase any commodities that exceed
the funding amount authorized for each Task Assignment. Upon completion and final payment of a Task Assignment,
FWC Contract No. 13101: Scope of Work Page 2
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any funds remaining from that particular Task Assignment shall be unencumbered by the Commission. The Contractor
hereby agrees that the Contractor or its subcontractors shall not commence work on a Task Assignment until said Task
Assignment has been fully executed by both the Commission and the Contractor.
The Commission may, at its sole discretion, extend or end the time allowed for completion of this project due to water
levels, inclement weather or fire (prescribed or wild). Therefore, FWC reserves the right to make partial payments to
the Contractor at periodic intervals when a representative portion of the project has been completed as determined by
the FWC Project manager.Partial payments will be based on acres as a deliverable unit.
For the purposes of this Contract, the following representatives identified herein are delegated to the authority to
execute task assignment and task assignment change order forms for or on the behalf of the Commission.
For Task Assignments whose total value does not exceed$100,000:Leader,Invasive Plant Management Section;
For Task Assignments whose value is in excess of$100,000:Director,Division of Habitat and Species Conservation;
For Task Assignments whose value is excess of$500,000: Executive Director, Florida Fish and Wildlife Conservation
Commission.
The Contractor shall satisfactorily perform the services described in each executed Task Assignment and executed Task
Assignment Change Order.
A. Cost Reimbursement Payments
The Department of Financial Services establishes contract management guidelines for the State of Florida. For a
cost reimbursement Task Assignment, agencies must submit an itemized invoice by expenditure category (salaries,
travel, expenses, etc.) as referenced in Attachment F. Each agency is required to maintain detailed supporting
documentation and to make it available for audit purposes. By submission of the payment request, the agency is
certifying that the detailed documentation to support each item on the itemized invoice is on file at the agency and is
available for audit.
Supporting documentation shall be maintained in support of expenditure payment requests for cost reimbursement
contracts as provided in (Attachment F) Comptroller's Memorandum No. 04 (1996-97). Documentation for each
amount for which reimbursement is being claimed must indicate that the item has been paid.Check numbers may be
provided in lieu of copies of actual checks. Each piece of documentation should clearly reflect the dates of service.
Only expenditures for categories in the approved agreement budget may be reimbursed.These expenditures must be
allowable(pursuant to law) and directly related to the services being provided.
Reimbursement for travel is not allowed under this Contract.
Contracts between state agencies may submit alternative documentation to substantiate the reimbursement request
that may be in the form of FLAIR reports or other detailed reports.
Additionally, the invoice or submitted documentation must evidence the completion of all tasks required to be
performed for the deliverable and must show that the provider met the minimum performance standards established
in the agreement.
B. Fixed Price Payments
Fixed price payment requests must include documentation evidencing the services provided for the period invoiced.
Documentation must evidence the completion of all tasks required to be performed for the deliverable and must
show that the provider met the minimum performance standards established in the agreement.
x
7. MONITORING SCHEDULE
The Commission reserves the right to inspect, at any time,the Contractor's procedure, and treatment results. Inspection,
however,will not relieve the Contractor of any obligations or responsibilities.
8.INTELLECTUAL PROPERTY RIGHTS
Paragraph 14(a)titled"Contractor's Preexisting Intellectual Property(Proprietary)Rights,"is hereby replaced in its
entirety with the following:Unless specifically addressed otherwise in the Scope of Work,intellectual property rights
to the Contractor's preexisting property will remain with the Contractor.If Contractor 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 or on account of any copyrighted,patented, or un-patented invention,process or article
manufactured or supplied by Contractor. If Contractor is not a state agency or subdivision as defined above,Contractor
FWC Contract No. 13101: Scope of Work Page 3
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shall indemnify and hold harmless the Commission and its employees from any liability,including costs,expenses,and
attorney's fees,for or on account of any copyrighted,patented, or un-patented invention,process or article
manufactured or supplied by Contractor.
9. SUBCONTRACTS
The County is allowed to subcontract work to authorized contractors under the terms of the Contract.
10. INSURANCE(see terms in Contract)
11. SECURITY AND CONFIDENTIALITY(see terms in Contract)
12. RECORD KEEPING REQUIREMENTS(see terms in Contract)
Agreement No. 13101 between the Florida Fish and Wildlife Conservation Commission and Monroe
County is hereby modified as follows:
Section 4. B. Payments—Compensation and Payments,is hereby modified to read as follows.
B. Payments.The Commission shall pay the Contractor for satisfactory performance of the tasks identified
in the 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 otherwise specified in the Scope of Work, invoices shall be due as specified in each
Task Assignment from the start date of this Contract. Invoices must be legible and must clearly reflect the
services that were provided in accordance with the terms of the Contract for the invoice period. Unless otherwise
specified in the Scope of Work, a final invoice shall be submitted to the Commission no later than 45 days
following the expiration date of each Task Assignment to assure the availability of funds for payment.
Section 8. Commission Exempt from Taxes,Property Exempt from Lien, is hereby modified to read as
follows.
The Contractor 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 the Contract.The Contractor acknowledges that some
Property being improved is titled to Monroe County or in some cases,the State of Florida. State of Florida land is
not subject to lien of any kind for any reason. The Contractor shall include notice of such exemptions in any
subcontracts and purchase orders issued hereunder.
Section 16. B. Contractor Payments to Subcontractor,is herby modified to read as follows.
If subcontracting is permitted pursuant to Paragraph A, above, Contractor agrees to make payments to the
subcontractor pursuant to the Florida local government Prompt Payment Act(sections 218.70-218.80 Florida
Statutes)upon approval by its clerk.
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ATTACHMENT B
CERTIFICATIONS AND ASSURANCES
The Commission will not award this Contract unless Contractor completes the CERTIFICATIONS AND
ASSURANCES contained in this Attachment. In performance of this Contract, Contractor provides the following
certifications and assurances:
A. Debarment and Suspension Certification (2 CFR Part 1400)
B. Certification Regarding Lobbying(31 U.S.C. 1352)
C. Certification Regarding Public Entity Crimes (section 287.133,F.S.)
D. Certification Regarding Drug-Free Workplace Requirements (41 U.S.C. 701 et. seq.) (as applicable to
recipients and subrecipients of federal financial assistance)
E. Certification Regarding the Scrutinized Companies List(section 287.135,F.S.) (as applicable)
A. CERTIFICATION REGARDING DEBARMENT,SUSPENSION,AND OTHER RESPONSIBILITY
MATTERS—PRIMARY COVERED TRANSACTION
The undersigned Contractor certifies to the best of its knowledge and belief,that it and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or
voluntarily excluded from covered transactions by a Federal department or agency;
2. Have not within a three-year period preceding this Contract been convicted of or had a civil
judgment rendered against them for commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract
under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement,
theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen
property;
3. Are not presently indicted or otherwise criminally or civilly charged by a government entity
(Federal, State or local) with commission of any of the offenses enumerated in paragraph A.2. of this
certification; and/or,
4. Have not within a three-year period preceding this application/proposal had one or more public
transactions (Federal, State, or local)terminated for cause of default.
If Contractor is unable to certify to any of the statements in this certification, Contractor shall attach an
explanation to this Contract.
B. CERTIFICATION REGARDING LOBBYING—Certification for Contracts,Grants,Loans, and Cooperative
Agreements.
The undersigned Contractor certifies,to the best of his or her knowledge and belief,that:
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 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, and the extension, continuation, renewal,
amendment or modification of any Federal contract, grant,loan or cooperative agreement.
If any funds 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 agency, a Member of Congress, an officer or employees of
Congress, or employee of a Member of Congress in connection with a Federal contract, grant,loan, or cooperative
agreement, the undersigned shall also complete and submit Standard Form — LLL, "Disclosure Form to Report
Lobbying,"in accordance with its instructions.
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The undersigned shall require that language of this certification be included in the documents for all subcontracts
at all tiers (including subcontracts, sub-grants and contracts under grants, loans and cooperative agreements) and
that all sub-recipients and contractors shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this Contract was made
or entered into. Submission of this certification is a prerequisite for making or entering into this Contract imposed
by 31 U.S.C. 1352. 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 than $100,000 for each such failure.
C. CERTIFICATION REGARDING PUBLIC ENTITY CRIMES,SECTION 287.133,F.S.
Contractor hereby certifies that neither it, nor any person or affiliate of Contractor, has been convicted of a Public
Entity Crime as defined in section 287.133,F.S.,nor placed on the convicted vendor list.
Contractor understands and agrees that it is required to inform the Commission immediately upon any change of
circumstances regarding this status.
D. CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS
If Contractor is a Recipient of Subrecipient of Federal Financial Assistance:
Pursuant to the Drug-Free Workplace Act of 1988, the undersigned attests and certifies that the Contractor(if not
an individual) will provide a drug-free workplace by the following actions:
1. Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing,
possession or use of a controlled substance is prohibited in Contractor's workplace and specifying the actions
that will be taken against employees for violation of such prohibition.
2.Establishing an ongoing drug-free awareness program to inform employees concerning:
a. The dangers of drug abuse in the workplace.
b. The policy of maintaining a drug-free workplace.
c.Any available drug counseling,rehabilitation and employee assistance programs.
d. The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace.
3. Making it a requirement that each employee to be engaged in the performance of the Contract be given a
copy of the statement required by paragraph G.1. of this certification.
4. Notifying the employee in the statement required by paragraph G.1. of this certification that, as a condition
of employment under the Contract,the employee will:
a.Abide by the terms of the statement.
-b. Notify the employer in writing of his or her conviction for a violation of a criminal drug statute
occurring in the workplace no later than five (5) calendar days after such conviction.
5. Notifying the Commission in writing ten (10) calendar days after receiving notice under subparagraph 4.b.
from an employee or otherwise receiving actual notice of such conviction. Provide such notice of convicted
employees, including position title, to every Contract Manager on whose Contract activity the convicted
employee was working.The notice shall include the identification number(s) of each affected Contract.
6. Taking one of the following actions, within thirty (30) calendar days of receiving notice under
subparagraph 4.b. herein, with respect to any employee who is so convicted:
a. Taking appropriate personnel action against such an employee, up to and including termination,
consistent with the requirements of the Rehabilitation Act of 1973 as amended.
b. Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation
program approved for such purposes by a Federal, State or local, health, law enforcement, or other
appropriate agency.
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7. Making a good faith effort to continue to maintain a drug-free workplace through implementation of this
entire certification.
If the Contractor is an individual,the Contractor certifies that:
1. As a condition of the grant, Contractor will not engage in the unlawful manufacture, distribution,
dispensing,possession, or use of a controlled substance in conducting any activity with the grant; and,
2. If convicted of a criminal drug offense resulting from a violation occurring during the conduct of any grant
activity, Contractor will report the conviction, in writing, within 10 calendar days of the conviction, to the
Commission When notice is made to such a central point, it shall include the identification number(s) of each
affected grant.
E. CERTIFICATION REGARDING THE SCRUTINIZED COMPANIES LISTS,SECTION 287.135,F.S.
If this Contract is in the amount of$1 million or more, in accordance with the requirements of section 287.135,
F.S., Contractor hereby certifies that it is not listed on either the Scrutinized Companies with Activities in Sudan
List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List. Both lists are created
pursuant to section 215.473, F.S. Contractor also hereby certifies that it is not engaged in business operations is
Cuba or Syria.
Contractor understands that pursuant to section 287.135, F.S., the submission of a false certification may subject
Contractor to civil penalties, attorney's fees, and/or costs.
If Contractor is unable to certify to any of the statements in this certification, Contractor shall attach an
explanation to this Contract.
By signing below,Contractor certifies the representations outlined in parts A through E above are true and correct.
( ature and a of Authorized Re senta Date
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ATTACFIMENT C
Data entered
WEEKLY PROGRESS REPORT FOR INVASIVE PLANT CONTROL
(2,, . Y,,
PROJECT NAME MANAGING AGENCY NAME
WEEK OF"(WORK DATES) PURCHASE or WORK ORDER#
Supervisor(s)must document their Restricted Pesticide Certification Number with their name.
Certified Applicator Name FDACS# Certified Applicator Name FDACS#
TOTAL SUPERVISOR HOURS TOTAL NUMBER CREW/HOURS
Equipment:retord all heavy equipment used(chippers,mowers,boats,Gyro-Trac,etc)and number of days used.
Equipment/Days Equipment/Days Equipment/Days Equipment/Days
For each species controlled list the name(Australian pine,Brazilian pepper,etc.)or abbreviation(e.g.,MEQU=melaleuca;see http://Plants.usda.gov/java),the
control method used(cut stump,basal bark,foliar,mechanical,etc.),the total number of acres controlled and cover class(per below)of species treated,the
trade/chemical name of the herbicides used,the%rate of herbicides applied,and the total quantity of herbicide spray mix used in gallons.
�� ur. �u�✓��dt�w�aGu�� m.ar, ��� rc� ������� I u Yitla l!l�,ka� ���� �y �1 ,� �� ! � rr�„ /1� .'n ^J��� �Itm� lc� �frfi � ,° '
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COMMENTS(Contractor or Site Manager):
I hereby acknowledge that the data presented in this form is sufficiently accurate for the purposes intended;
FWC Contract No. 13101: Scope of Work Page 8
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ATTACHMENT D
TASK ASSIGNMENT NOTIFICATION FORM
FWC CONTRACT NO.13101
Task Assignment Number: Date:
Contractor Name:Monroe County FWC Contract Manager:Ruark Cleary(850)617-9427
Contractor's Contract Manager:Beth Bergh FWC Site Manager:Jackie Smith(772)871-5407
Project Title: PID#:97849391000
Task Description and Payment Schedule:Exhibit 1 describes the scope of work for this project.The Contractor is not authorized to
perform work on any additional sites until such time as the FWC and the Contractor have fully executed a Change Order for said
additional work.Any work performed by the Contractor contrary to this Task Assignment shall be at the Contractors expense.The
contractor is allowed to subcontract.
Deliverables: As specified in the Task Assignment Scope of Work; systematically traverse,locate, and treat 100% of FLEPPC or EDRR
listed invasive plants within the designated .�,,acres of County-owned land,resulting in a minimum of 95%of target plants being killed.
Task Assignment Conditions:
1. The Contractor shall provide written notification to the Contract Manager upon completion of treatment event(s).
2. Upon FWC Site Manager approval,the Contractor is authorized to control incidental occurrences of any current FLEPPC category I or
II invasive exotic plant species encountered within the Project Site(s). Costs for these control operations shall not exceed the established
Task Assignment amount, and must not jeopardize the Contractor's ability to achieve the required level of control for the primary target
species. It is the responsibility of the Contractor to determine that all control operations do not exceed the established Task Assignment
amount.
Task Assignment Start Date:Upon execution Final Treatment Completion Date:June 30,20_
Task Assignment Type: Amount Not To Exceed:
Fixed Price/Cost Reimbursement $
Total Task Assignment Value $
Funding Information:
ORG CODE EO OBJECT CODE MODULE SPEC.CAT. PROJECT# YEAR AMOUNT
77358090200 02 139940 1 $
MONROE COUNTY FLORIDA FISH AND WILDLIFE
CONSERVATION COMMISSION
Contract Manager Date Contract Manager Date
Contract Specialist Date Cost Center Administrator Date
IPM Section Leader Date
Division Director/designee Date
FWC Contract No. 13101: Scope of Work Page 10
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ATTACHMENT E
TASK ASSIGNMENT CHANGE ORDER FORM
FWC CONTRACT NO.13101
Task Assignment Number: Change Order Number: Date:
Task Assignment Term:
Contractor Name:Monroe County FWC Contract Manager:Ruark Cleary(850)617-9427
Contractor's Contract Manager:Beth Bergh FWC Site Manager:Jackie Smith(772)871-5407
Project Title: PID#:97849391000
Description of Change:
CHANGE IN TASK AMOUNT
Item Cost Reimbursement/Fixed Price
Original task amount: $
Task amount prior to this change order: $
Net increase/decrease in task amount: $
Task amount with all change orders: $
CHANGE IN TASK TERM
Original task completion date:
Completion date prior to this change:
Net increase/decrease in task period:
Completion date with all change orders:
CHANGE IN FUNDING INFORMATION:
ORG CODE EO OBJECT CODE MODULE SPEC.CAT. PROJECT# YEAR AMOUNT
77358090200 02 139940 $
APPROVALS
MONROE COUNTY FLORIDA FISH AND WILDLIFE
CONSERVATION COMMISSION
Contract Manager Date Contract Manager Date
Contract Specialist Date Cost Center Administrator Date
IPM Section Leader Date
Division Director/designee Date
FWC Contract No. 13101: Scope of Work Page 11
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ATTACHMENT F
COST REIMBURSEMENT CONTRACT PAYMENT REQUIREMENTS
Pursuant to the February, 2011 Reference Guide for State Expenditures published by the Department of Financial
Services, invoices for cost reimbursement contracts must be supported by an itemized listing of expenditures by
category (salary, travel, expenses, etc.). In addition, supporting documentation must be provided for each amount
for which reimbursement is being claimed indicating that the item has been paid. Check numbers may be
provided in lieu of copies of actual checks. Each piece of documentation should clearly reflect the dates of
service. Only expenditures for categories in the approved Contract budget should be reimbursed.
Listed below are examples of types of supporting documentation:
(1) Salaries: A payroll register or similar documentation should be submitted. The payroll register should
show gross salary charges, fringe benefits, other deductions and net pay. If an individual for whom
reimbursement is being claimed is paid by the hour, a document reflecting the hours worked times the rate of
pay will be acceptable.
(2) Fringe Benefits: Fringe Benefits should be supported by invoices showing the amount paid on behalf of
the employee (e.g., insurance premiums paid). If the contract specifically states that fringe benefits will be
based on a specified percentage rather than the actual cost of fringe benefits,then the calculation for the fringe
benefits amount must be shown.
Exception: Governmental entities are not required to provide check numbers or copies of checks for fringe
benefits.
(3) Travel: Reimbursement for travel must be in accordance with Section 112.061, Florida Statutes, which
includes submission of the claim on the approved State travel voucher or electronic means.
(4) Other direct costs: Reimbursement will be made based on paid invoices/receipts. If nonexpendable
property is purchased using State funds,the contract should include a provision for the transfer of the property
to the State when services are terminated. Documentation must be provided to show compliance with
Department of Management Services Rule 60A-1.017, Florida Administrative Code, regarding the
requirements for contracts which include services and that provide for the contractor to purchase tangible
personal property as defined in Section 273.02,Florida Statutes,for subsequent transfer to the State.
(5) In-house charges: Charges which may be of an internal nature (e.g., postage, copies, etc.) may be
reimbursed on a usage log which shows the units time the rate being charged.The rates must be reasonable.
(6) Indirect costs: If the contract specifies that indirect costs will be paid based on a specified rate, then the
calculation should be shown.
Contracts between state agencies may submit alternative documentation to substantiate the reimbursement request
that may be in the form of FLAIR reports or other detailed reports. Additionally, the invoice or submitted
documentation must evidence the completion of all tasks required to be performed for the deliverable and must
show that the provider met the minimum performance standards established in the agreement.
The site management agency authorizes FWC Invasive Plant Management staff to approve invoice payments of all
funds encumbered under this Task Assignment.Payment will be approved only for that work approved by the FWC
Site Manager.A copy of the approved invoice will be forwarded to the site management agency upon request.
FWC Contract No. 13101: Scope of Work Page 12
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GOVERNMENTAL CONTRACT
STATE OF FLORIDA
FLORIDA FISH AND WILDLIFE CONSERVATION COMMISSION
FWC Contract No. 23007
This contract 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" or"FWC,"and
Monroe County, FL, 59-6000749-011,whose address is Monroe County Board of Commissioners, I100
Simonton St., Key West, FL 33040,hereinafter"Contractor", collectively, "Parties".
INTRODUCTORY CLAUSES
The Commission and Contractor intend to partner together for the treatment of invasive plant species. The
Contractor shall provide the services and perform the specific responsibilities and obligations, as set forth in the
Scope of Work (Attachment A), Sample Task Assignment Notification Form (Attachment B), and Sample Task
Assignment Change Order Form (Attachment C),which 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.No
minimum level of work is guaranteed as a result of this Contract.
The Commission has awarded this Contract pursuant to the requirements of Sections 287.057, Florida Statutes
(ES.); and Such benefits are for' the ultimate good of the State of Florida,its resources,wildlife, and public
welfare.
TERMS OF THE CONTRACT
The Commission and the Contractor, for the considerations stated in this Contract, agree as follows:
Section 1. PROJECT DESCRIPTION.
The Contractor shall provide the services and products, and perform the specific responsibilities and obligations,
as set forth in the Scope of Work, attached hereto as Attachment A,which 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 Contract was competitively procured, the Contractor's response to the Commission's
solicitation is hereby incorporated by reference.
Section 2. PERFORMANCE.
A. Contractor Performance.
The Contractor shall perform the activities described in Attachment A in a proper and satisfactory manner.
Unless otherwise provided for in Attachment A, any and all equipment,products, or materials necessary or
appropriate to perform under this Contract shall be supplied by the Contractor. Contractor shall obtain all
necessary local, state, and federal authorizations necessary to complete this project, and the Contractor
shall be licensed as necessary to perform under this Contract as may be required by law,rule, or regulation;
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FWC Contract No. 23007
the Contractor shall provide evidence of such compliance to the Commission upon request. The Contractor
shall procure all supplies and pay all charges, fees, taxes, and incidentals that may be required for the
completion of this Contract. By acceptance of this Contract, the Contractor warrants that it has the
capability,integrity, and reliability to assure good-faith performance. Contractor shall immediately notify
the Commission's Contract Manager in writing if its ability to perform under the Contract is compromised
in any manner during the term of the Contract. The Commission shall take appropriate action,including
potential termination of this Contract in the event Contractor's ability to perform under this Contract
becomes compromised.
B. Contractor Responsibilities.
Contractor agrees that all Contractor employees, subcontractors, or agents performing work under the
Contract shall be properly trained technicians who meet or exceed any specified training qualifications.
Upon request, Contractor shall furnish a copy of technical certification or other proof of qualification.All
employees, subcontractors, or agents performing work under the Contract must comply with all security
and administrative requirements of the Commission. The Commission may conduct, and Contractor shall
cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent
furnished by Contractor. 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 security or other requirements. Such refusal shall
not relieve Contractor of its obligation to perform all work in compliance with the Contract. The
Commission may reject and bar from any facility for cause any of Contractor's employees, subcontractors,
or agents.
C. Commission Rights to Assign or Transfer.
Contractor agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties,
or obligations under this Contract to another governmental agency in the State of Florida, upon giving prior
written notice to Contractor.
Section 3. CONTRACT PERIOD.
A. Contract Period and Limited Obligation Period.
This Contract shall begin upon execution by both Parties, or July 1, 2023, (whichever is later), and ends
06/30/2033, inclusive. The Commission shall not be obligated to pay for costs related to this Contract prior
to its beginning date or after its ending date.
B. Renewal—Competitive Procurement.
If this Contract was competitively procured pursuant to Section 287.057, Florida Statues, the renewal
pnce(s) must be set forth in the Contractor's response to the Commission's bid document. The renewal
pnce(s) for this Contract are included in Attachment A. If applicable,renewal of this Contract shall be
subject to the availability of funds, satisfactory performance evaluations by the Commission, and at the
discretion of the Commission; it must also be in writing and subject to the same terms and conditions of
this Contract. Renewal amendments must be executed prior to the end date of the Contract.Any costs
associated with a renewal may not be passed onto the Commission.
C. Renewal—Exceptional Purchase.
If this Contract was procured by an exceptional purchase pursuant to Subsections 287.057(3)(a) or(3)(c),
Florida Statutes (ES.), it may not be renewed. Subsection 287.057(13), F.S.,provides that contracts for
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FWC Contract No. 23007
commodities or contractual services may be renewed for up to three (3)years, or for a total term not to
exceed the original Contract period, whichever is longer. If applicable,renewal of this Contract shall be
subject to the availability of funds, satisfactory performance evaluations by the Commission, and at the
discretion of the Commission; it must also be in writing and subject to the same terms and conditions of
this Contract. Renewal amendments must be executed prior to the end date of the Contract.Any costs
associated with a renewal may not be passed onto the Commission.
D. Renewal Period.
This Contract may not be renewed.
E. Extension.
If this is a contract for contractual services, any extension of this contract as provided for in Attachment A,
shall be in writing for a period not to exceed six(6) months and shall be subject to the same terms and
conditions set forth in the initial contract. There shall be only one extension of this contract unless the
failure to meet the criteria set forth in the contract for completion of the contract is due to events beyond
the control of the contractor.
Section 4. COMPENSATION AND PAYMENTS.
A. Compensation.
B. As consideration for the services rendered by the Contractor under the terms of this Contract,the
Commission shall pay the Contractor on a fixed price basis per Task Assignment.The total task
assignment value amount shall not exceed$2,500,000.00 for the life of contract.
The Commission shall pay the Contractor for satisfactory performance of the tasks identified in Attachment
A generally, and specifically Attachment B and as applicable in Attachment C, 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 Contract Manager. Unless otherwise specified in Attachment A generally, and specifically
Attachment B and as applicable in Attachment C, invoices shall be due monthly, commencing from the start
date of this Contract. Invoices must be legible and must clearly reflect the goods or services that were
provided in accordance with the terms of the Contract for the invoice period.Unless otherwise specified in
Attachment A generally, and specifically Attachment B and as applicable in Attachment C, a final invoice
shall be submitted to the Commission no later than forty-five (45) days following the expiration date of this
Contract to assure the availability of funds for payment. Costs under this Contract must be obligated, and
all work completed by the Contractor by the end of the Contract period.
C. Invoices.
Each invoice shall include the Commission Contract Number and the Contractor's Federal Employer
Identification (FEID)Number. Invoices may be submitted electronically to the attention of the
Commission's Contract Manager. 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 Contract shall be
submitted in detail sufficient for a proper pre-audit and post-audit thereof. Contractor acknowledges that
the Commission's Contract Manager shall reject invoices lacking documentation necessary to justify
invoiced expenses.
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D. Travel Expenses.
If authorized in Attachment A, travel expenses shall be reimbursed in accordance with Section 112.061, F.S.
E. State Obligation to Pay.
The State of Florida's performance and obligation to pay under this Contract is contingent upon an annual
appropriation by the Legislature. The Parties hereto understand that this Contract and any renewal thereof 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
Contract, and as to what constitutes an "annual appropriation"of funds to complete this Contract. If such
funds are not appropriated or available for the Contract purpose, such event will not constitute a default on
behalf of the Commission or the State. The Commission's Contract Manager shall notify Contractor in
writing at the earliest possible time if funds are not appropriated or available.
F. Non-Competitive Procurement and Rate of Payment.
Section 216.3475, F.S.,requires that under non-competitive procurements, a Contractor 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, Contractor warrants,by execution of this Contract, that the
amount of non-competitive compensation provided in this Contract is in compliance with Section
216.3475, F.S.
G. Fixed Price
If any deliverables in Attachment A generally, and specifically Attachment B and as applicable in
Attachment C, indicate some portion of the Contract is fixed price, the Contractor shall be paid on a fixed
price basis for eligible Project costs upon the completion, submittal, and approval of each of those
deliverables. Contracts including services with fixed price deliverables are for tasks that are generally more
complex. The units are larger(months or quarters, for example, or a milestones,phases, and tasks) and
encapsulate a required level of performance that is quantifiable and measurable. For example, Contracts
paying for months of prevention services for 25 youth or to create a museum exhibit(to be paid out in
phases upon reaching specified percentages of completion) are frequently paid on a fixed price basis.
Invoices for deliverables paid on a fixed price basis must identify the deliverable(s) that was completed and
the price per completed deliverable. In addition, the invoice (or invoice backup) must demonstrate that the
minimum performance level was met for each deliverable.
H. Fixed Unit Price
If any deliverables in Attachment A generally, and specifically Attachment B and as applicable in
Attachment C, indicate some portion of the Contract is fixed fee price, the Contractor shall be paid on a
fixed fee/unit rate basis for"as needed" services in which the specific quantity of units to be completed
each period are variable as identified in Attachment A generally, and specifically Attachment B and as
applicable in Attachment C,. Fixed Fee/Unit Rate deliverables are generally used when the Contracts'tasks
are finite and are not complex. Service types may include language translation services (in which the
deliverable is each minute of translation services) or health screening test services (in which the deliverable
is each health screening test completed.) Invoices for fixed fee/unit rate payment type deliverables must
identify the deliverable(s) (unit of service), the number of units completed and the cost per unit. To be
eligible for payment, costs must also be in compliance with other laws,rules, and regulations applicable to
expenditures of State funds, including,but not limited to, the Reference Guide for State Expenditures.
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I. Time Limits for Payment of Invoices.
Payments shall be made in accordance with Sections 215.422 and 287.0585, F.S., governing time limits for
payment of invoices. Section 215.422, F.S.provides that agencies have five (5) working days to inspect and
approve goods and services, unless bid specifications or Attachment A generally, and specifically
Attachment B and as applicable in Attachment C, specifies otherwise. If payment is not available within
forty (40) days, measured from the latter of the date the invoice is received or the goods or services 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 vendor 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.
J. Electronic Funds Transfer.
Contractor 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 Contract. Copies of the
Authorization form and a sample blank enrollment letter can be found on the vendor instruction page at:
https://www.myfloridacfo.com/division/aa/vendors. 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.
K.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.
Section 5. WFLORIDAMARKETPLACE VENDOR REGISTRATION AND TRANSACTION
FEE.
A. MyFloridaMarketPlace
In accordance with Rule 60A-1.033 of the Florida Administrative Code (F.A.C.), each vendor doing
business with the State for the sale of commodities or contractual services as defined in Section 287.012,
F.S., shall register in the MyFloridaMarketPlace system, unless exempted under Rule 60A-1.033(3), F.A.C.
Information about the registration process is available, and registration may be completed, at the
MyFloridaMarketPlace website. Interested persons lacking Internet access may request assistance from the
MyFloridaMarketPlace Customer Service at(866-352-3776) or from State Purchasing, 4050 Esplanade
Way, Suite 300, Tallahassee, Florida 32399.
B. Transaction Fee.
Pursuant to Section 287.057(22), F.S., all payments, unless exempt under Rule 60A-1.033(3), F.A.C., shall
be assessed a Transaction Fee, which the Vendor shall pay to the State. For payments within the State
accounting system (Florida Accounting Information Resource, FLAIR, or its successor), the Transaction
Fee shall,when possible,be automatically deducted from payments to the Vendor. If automatic deduction is
not possible, the Vendor shall pay the Transaction Fee pursuant to Rule 60A-1.031(2), F.A.C. By
submission of these reports and corresponding payments, Vendor certifies their correctness.All such reports
and payments shall be subject to audit by the State or its designee.
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FWC Contract No. 23007
Section 6. RETURN OR RECOUPMENT OF FUNDS
A. Overpayments to Contractor.
The Contractor shall return to the Commission any overpayments due to unearned funds or funds
disallowed pursuant to the terms of this Contract that were disbursed to Contractor by the Commission. In
the event that the Contractor or its independent auditor discovers that overpayment has been made, the
Contractor shall repay said overpayment within forty(40) calendar days without prior notification from the
Commission. In the event that the Commission first discovers an overpayment has been made, the
Commission will notify the Contractor 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 Contract Manager and made payable to the
"Florida Fish and Wildlife Conservation Commission."
B. Additional Costs or Monetary Loss Resulting from Contractor Non-Compliance.
If the Contractor's non-compliance with any provision of the Contract results in additional cost or monetary
loss to the Commission or the State of Florida, the Commission can recoup that cost or loss from monies
owed to Contractor under this Contract or any other contract between Contractor and the Commission. In
the event that the discovery of this cost or loss arises when no monies are available under this Contract or
any other contract between Contractor and the Commission, Contractor 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 Contractor 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.
Section 7. COMMISSION EXEMPT FROM TAXES,PROPERTY EXEMPT FROM LIEN.
The Contractor 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 Contract. Contractor is placed on notice that this
exemption generally does not apply to other parties of this Contract, contractors,or subcontractors.Any questions
regarding this tax exemption should be addressed to the Commission Contract Manager.
If the Contract involves the improvement of real property titled to the State of Florida, then the following
paragraph applies.
The Contractor 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 Contractor shall include notice of such exemptions in any subcontracts and
purchase orders issued hereunder.
Section 8. MONITORING.
The Commission's Contract Manager shall actively monitor Contractor's performance and compliance with the
terms of this Contract. The Commission reserves the right for any Commission staff to make scheduled or
unscheduled, announced or unannounced monitoring visits. Specific monitoring terms, conditions, and schedules
may be included in Attachment A generally, and specifically Attachment B and as applicable in Attachment C.
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Section 9. TERMINATION.
A. Commission Unilateral Termination.
The Commission may unilaterally terminate this Contract for convenience by providing the Contractor with
thirty (30) calendar days of written notice of its intent to terminate. Contractor shall not be entitled to
recover any cancellation charges or lost profits.
B. Termination—Fraud or Willful Misconduct.
This Contract shall terminate immediately in the event of fraud or willful misconduct on the part of the
Contractor. In the event of such termination, the Commission shall provide Contractor with written notice
of termination.
C. Termination-Funds Unavailability.
In the event funds to finance this Contract become unavailable or if federal or state funds upon which this
Contract is dependent are withdrawn or redirected, the Commission may terminate this Contract upon no
less than twenty-four(24) hours'notice in writing to Contractor. 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 Contract to
another program thus causing "lack of funds."In the event of termination of this Contract under this
provision, Contractor will be compensated for any work satisfactorily completed prior to notification of
termination.
D. Termination—Other.
The Commission may terminate this Contract if the Contractor fails to: 1.) comply with all terms and
conditions of this Contract; 2.)produce each deliverable within the time specified by the Contract or
extension; 3.) maintain adequate progress, thus endangering the performance of the Contract; or, 4.) abide
by any statutory,regulatory, or licensing requirement. The Commission shall give written notice to the
Contractor of its intent to terminate the Contract for cause. In the notice, the Commission shall provide an
opportunity for the Contractor to correct the deficiency or provide a corrective action plan to correct the
deficiency for the Commission, in its sole determination, to approve or disapprove. If no corrective action
plan is submitted and approved, the Contractor shall cure the deficiencies cited by the Commission in its
notice within fifteen (15) calendar days of receipt of such notice. If the Contractor does not cure the
deficiencies to the Commission's satisfaction within the fifteen (15) calendar days, or within the time
prescribed in an approved corrective action plan if one was provided, the Contract will be terminated for
cause.At that time, the Commission will send a second notice to the Contractor noting that this Contract is
being terminated for cause upon receipt of the notice and documenting the reasons this Contract is being
terminated. The Commission reserves the right in its sole discretion, to determine if the Contractor's
deficiencies are legally excusable, or to extend the time to cure the deficiencies in writing. The Contractor's
damages for termination for cause shall be limited to the cost of work actually performed and approved by
the Commission. Section 287.1351, F.S., 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 Contract. Contractor shall not be entitled to recover any cancellation charges or lost
profits.
E. Contractor Discontinuation of Activities upon Termination Notice.
Upon receipt of notice of termination, the Contractor shall,unless the notice directs otherwise, immediately
discontinue all activities authorized hereunder. Upon termination of this Contract, the Contractor shall
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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.
Section 10. REMEDIES.
A. Financial Consequences.
In accordance with Section 287.058(1)(h), F.S., provided for in Attachment A generally, and specifically
Attachment B and as applicable in Attachment C, contains clearly defined deliverables. If Contractor fails
to produce each deliverable within the time frame specified by Attachment A generally, and specifically
Attachment B and as applicable in Attachment C, the budget amount allocated for that deliverable will be
deducted from Contractor's payment. The Commission shall apply any additional financial consequences
identified in Attachment A generally, and specifically Attachment B and as applicable in Attachment C.
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 Contract.
Section 11. NOTICES AND CORRESPONDENCE.
Any and all notices shall be delivered to the individuals identified below. In the event that any Parry designates a
different Contract Manager after the execution of this Contract,the Parry will provide written notice of the name,
address,zip code,telephone and fax numbers, and email address of the newest Contract Manager or individual
authorized to receive notice on behalf of that Party to all other Parties as soon as possible,but not later than five
(5)business days after the new Contract Manager has been named.A designation of a new Contract Manager shall
not require a formal Amendment to the Contract.
COMMISSION CONTRACT MANAGER VENDOR CONTRACT MANAGER CONTACT
CONTACT INFORMATION: INFORMATION:
David McNiel Beth Bergh
Biological Scientist III Monroe County Land Steward
Invasive Plant Management Section c/o Monroe County Land Authority
3800 Commonwealth Blvd, M.S. 705 1200 Truman Avenue, Suite 207
Tallahassee, FL 32399 Key West, FL 33040
850.617.9427 305.298.6313
David.mcniet(a>,m fwc.com Bergh-beth(�monroecounty-fl.gov
Section 12. AMENDMENT.
A. Waiver or Modification.
No waiver or modification of this Contract or of any covenant, condition, or limitation herein contained
shall be valid unless in writing and lawfully executed by both Parties.
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B. Change Orders.
The Commission may, at any time,by written order, make a change to this Contract. 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 Contractor'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 Regulations.
The Parties agree to renegotiate this Contract if federal and/or state revisions of any applicable laws or
regulations make changes in the Contract necessary.
Section 13. PROPERTY RIGHTS.
A. Intellectual and Other Intangible Property.
i. Contractor's Preexisting Intellectual Property(Proprietary) Rights.Unless specifically
addressed otherwise in Attachment A,intellectual and other intangible property rights to the
Contractor's preexisting property will remain with the Contractor. Contractor shall indemnify and
hold harmless the Commission and its employees from any liability,including costs, expenses, and
attorney's fees, for or on account of any copyrighted,patented,or un-patented invention,process or
article manufactured or supplied by Contractor.
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 Contractor under this Contract for the Commission shall be
handled in the manner specified by applicable Florida State Statute and/or Federal program.
iii. Commission Intellectual Property Rights.Where activities supported by this Contract produce
original writing, sound recordings,pictorial reproductions, drawings, or other graphic representation
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 Contract 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 Contract is not for the purchase or improvement of real property, therefore, the following terms and
conditions do not apply.
i. Title.If this Contract is supported by state funds, the Contractor shall comply with Section
287.05805, F.S. This section requires the Contractor 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 generally, and
specifically Attachment B and as applicable in Attachment C. Title to state-owned real property
remains vested in the state.
ii. Use. State-owned real property will be used as provided in Attachment A generally, and specifically
Attachment B and as applicable in Attachment C.
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C. Non-Expendable Property.
i. Non-Expendable Property Defined. For the requirements of this section of the Contract, "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-consumable and non-expendable nature,with
a value or cost of$5,000.00 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 Contract shall be vested in the Commission and said property shall be transferred to
the Commission upon completion or termination of the Contract unless otherwise authorized in
writing by the Commission or unless otherwise specifically provided for in Attachment A generally,
and specifically Attachment B and as applicable in Attachment C.
Section 14. RELATIONSHIP OF THE PARTIES.
A. Independent Contractor.
The Contractor shall perform as an independent contractor and not as an agent,representative, or employee
of the Commission. The Contractor 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
Contractor and the Commission.
B. Contractor Training Qualifications.
Contractor agrees that all Contractor employees, subcontractors, or agents performing work under the
Contract shall be properly trained technicians who meet or exceed any specified training qualifications.
Upon request, Contractor shall furnish a copy of technical certification or other proof of qualification.
C. Commission Rights to Undertake or Award Supplemental Contracts.
Contractor agrees that the Commission may undertake or award supplemental contracts for work related to
the Contract. Contractor and its subcontractors shall cooperate with such other contractors and the
Commission in all such cases.
Section 15. SUBCONTRACTS.
The Contractor is permitted to subcontract work under this Agreement, therefore, the following terms and
conditions apply.
A. Authority.
The Contractor shall ensure, and provide assurances to the Commission upon request, that any
subcontractor selected for work under this Contract has the necessary qualifications and abilities to perform
in accordance with the terms and conditions of this Contract. The Contractor must provide the Commission
with the names of any subcontractor considered for work under this Contract; the Commission in
coordination with the Contractor reserves the right to reject any subcontractor. The Contractor 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
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Contractor 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 Contractor shall be
solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract.
B. Contractor Payments to Subcontractor.
If subcontracting is permitted pursuant to Paragraph A, above, the Contractor agrees to make payments to
the subcontractor within seven (7) working days after receipt of full or partial payments from the
Commission in accordance with Section 287.0585, F.S., unless otherwise stated in the contract between
Contractor and subcontractor. Contractor's failure to pay its subcontractors within seven (7) working days
will result in a penalty charged against Contractor 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 shall retain the right to reject any of the Contractor'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 Contractor 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 venturer, or partner of the State of Florida.
Section 16. MANDATORY DISCLOSURE.
These disclosures are required by State law, as indicated, and apply when this Contract includes State funding;
and by Federal law, as indicated.
A. Disclosure of Interested State Employees.
This Contract is subject to Chapter 112, F.S. Contractors shall provide the name of any officer, director,
employee, or other agent who is also an employee of the State of Florida. Contractors shall also disclose the
name of any State employee who owns, directly or indirectly, an interest of five percent(5%) or more in
Contractor or its affiliates.
B. Convicted Vendors.
Contractor hereby certifies that neither it,nor any person or affiliate of Contractor, has been convicted of a
Public Entity Crime as defined in section 287.133, F.S., nor placed on the convicted vendor list. Contractor
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 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, 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,
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discriminatory and federal excluded parties, as well as the vendor complaint list at:
http://www.dms.myflorida.com/business_op�Lrations/state purchasing/vendor information/convicte
d suspended discriminatory complaints vendor lists
11. 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 List. Contractor certifies that it and any of its affiliates are
not scrutinized companies as identified in Section 287.135, F.S. In addition, Contractor 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 Contractor, its affiliates, or its
subcontractors are found to have submitted a false certification; or if the Contractor, 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.
C. Discriminatory Vendors.
Contractor 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. Contractor has a continuing duty to disclose to the Commission
whether they appear on the discriminatory vendor list.
D. Prompt Disclosure of Litigation,Investigations,Arbitration, or Administrative Proceedings.
Throughout the term of the Contract, Contractor has a continuing duty to promptly disclose to the
Commission's Contract Manager, in writing, upon occurrence, all civil or criminal litigation, investigations,
arbitration, or administrative proceedings (Proceedings)relating to or affecting the Contractor's ability to
perform under this contract. If the existence of such Proceeding causes the Commission concern that the
Contractor's ability or willingness to perform the Contract is jeopardized, Contractor may be required to
provide the Commission with reasonable assurances to demonstrate that: a.) Contractor will be able to
perform the Contract in accordance with its terms and conditions; and, b.) Contractor and/or its employees,
agents or subcontractor(s) 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.
Section 17. INSURANCE.
If the Contractor is a state or federal agency with self-insurance, Contractor warrants and represents that it is
insured, or self-insured for liability insurance, in accordance with applicable state or federal law and that such
insurance or self-insurance offers protection applicable to the Contractor's officers, employees, servants and
agents while acting within the scope of their employment with the Contractor.
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If the Contractor is not a state or federal agency with self-insurance,then the following applies:
A. Reasonably Associated Insurance.
During the term of the Contract, the Contractor, at its sole expense, shall maintain insurance coverage of
such types and with such terms and limits as may be reasonably associated with the Contract.Providing and
maintaining adequate insurance coverage is a material obligation of the Contractor, and failure to maintain
such coverage may void the Contract. The limits of coverage under each policy maintained by the
Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract.
All insurance policies shall be through insurers licensed and authorized to write policies in Florida.
B. Workers Compensation.
To the extent required by Chapter 440, F.S., the Contractor will either be self-insured for Worker's
Compensation claims or will secure and maintain during the life of this Contract, Worker's Compensation
Insurance for all of its employees connected with the work of this project, with minimum employers'
liability limits of$100,000.00 per accident, $100,000.00 per person, and $500,000.00 policy aggregate.
Such policy shall cover all employees engaged in any contract work. If any work is subcontracted, the
Contractor shall require the subcontractor similarly to provide Workers' Compensation Insurance for all of
the latter's employees unless such employees are covered by the protection afforded by the Contractor.
Such self-insurance program or insurance coverage shall comply fully with the Florida Workers'
Compensation Law (Chapter 440, ES.). In case any class of employees engaged in hazardous work under
this Contract is not protected under Workers' Compensation statutes, the Contractor shall provide, and
cause each subcontractor to provide, adequate insurance satisfactory to the Contractor, for the protection of
its employees not otherwise protected. Employers who have employees who are engaged in work in Florida
must use Florida rates, rules, and classifications for those employees.
C. General Liability Insurance.
By execution of this Contract, unless Contractor is a state agency or subdivision as defined by Subsection
768.28(2), F.S. or unless otherwise provided for in Attachment A generally, and specifically Attachment B
and as applicable in Attachment C, the Contractor shall provide reasonable and adequate commercial
general liability insurance coverage and hold such liability insurance at all times during the Contract.A
self-insurance program established and operating under the laws of the State of Florida may provide such
coverage.
D. Insurance Required for Performance.
During the Contract term, the Contractor shall maintain any other types and forms of insurance required for
the performance of this Contract as required in Attachment A generally, and specifically Attachment B and
as applicable in Attachment C.
E. Written Verification of Insurance.
Upon execution of this Contract, the Contractor shall provide the Commission written verification of the
existence and amount for each type of applicable insurance coverage.Within thirty (30) days of the
effective date of the Contract, Contractor shall furnish proof of applicable insurance coverage to the
Commission's Contract Manager by standard Association for Cooperative Operations Research and
Development(ACORD) form certificates of insurance. In the event that any applicable coverage is
cancelled by the insurer for any reason, Contractor shall immediately notify the Commission's Contract
Manager in writing of such cancellation and shall obtain adequate replacement coverage conforming to the
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requirements herein and provide proof of such replacement coverage within fifteen (15)business days after
the cancellation of coverage.
F. Commission Not Responsible for Insurance Deductible.
The Commission shall be exempt from, and in no way liable for, any sums of money representing a
deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of
Contractor providing such insurance.
Section 18. SPONSORSHIP.
As required by Section 286.25, F.S.,if the Contractor is a nongovernmental organization which sponsors a
program financed wholly or in part by state funds,including any funds obtained through this Contract,it shall,in
publicizing, advertising,or describing the sponsorship of the program, state: "Sponsored by(Contractor'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 Contractor's organization.Additional sponsorship requirements may be specified
in Attachment A generally, and specifically Attachment B and as applicable in Attachment C.
Section 19. PUBLIC RECORDS.
A. All records in conjunction with this Contract 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 Contract may be unilaterally canceled by the Commission for refusal by the Contractor to allow
public access to all documents,papers, letters, or other material subject to the provisions of Chapter 119,
Florida Statutes, and made or received by the Contractor in conjunction with this Contract,unless
exemption for such records is allowable under Florida law.
C. If the Contractor meets the definition of"Contractor"in Section 119.0701(1)(a)F.S., the Contractor shall
comply with the following:
i. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF THE CHAPTER 119, FLORIDA STATUTES, TO
THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN
OF PUBLIC RECORDS AT: 850-488-6553,
RecordsCustodianf y wc.c , and 620 South Meridian Street,
Tallahassee FL 32399
ii. Keep and maintain public records required by the Commission to perform the service.
in. 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
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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.
Section 20. COOPERATION WITH INSPECTOR GENERAL.
Pursuant to subsection 20.055(5), F.S., Contractor, and any subcontractor to the Contractor,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 Contractor shall provide
any type of information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such
information may include,but shall not be limited to,the Contractor's business or financial records, documents, or
files of any type or form that refer to or relate to the Agreement. The Contractor 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 Contractor's compliance with the terms of this or any other agreement between the
Contractor and the State which results in the suspension or debarment of the Contractor. 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.
Section 21. SECURITY AND CONFIDENTIALITY.
The Contractor shall maintain the security of any information created under this Contract that is identified or
defined as "confidential"in Attachment A generally, and specifically Attachment B and as applicable in
Attachment C. The Contractor shall not divulge to third Parties any confidential information obtained by the
Contractor or its agents, distributors,resellers, subcontractors, officers or employees in the course of performing
Contract work. To ensure confidentiality, the Contractor shall take appropriate steps regarding its personnel,
agents, and subcontractors.The warranties of this paragraph shall survive the Contract.
Section 22. RECORD KEEPING REQUIREMENTS.
A. Contractor Responsibilities.
The Contractor shall maintain accurate books, records, documents and other evidence that sufficiently and
properly reflect all direct and indirect costs of any nature expended in the performance of this Contract, in
accordance with generally accepted accounting principles.
B. State Access to Contractor Books,Documents,Papers, and Records.
The Contractor 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
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Contractor's books, documents,papers, and records, including electronic storage media, as they may relate
to this Contract, for the purposes of conducting audits or examinations or making excerpts or transcriptions.
C. Contractor Records Retention.
Unless otherwise specified in the Attachment A, these records shall be maintained for five (5) fiscal years
following the close of this Contract, or the period required for this particular type of pro]ect 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. Contractor shall cooperate with the Commission to facilitate the duplication and transfer of such
records upon the Commission's request.
D. Contractor Responsibility to Include Records Requirements—Subcontractors.
In the event any work is subcontracted under this Contract, Contractor shall include the aforementioned
audit and record keeping requirements in all subcontract agreements.
E. Compliance with Federal Funding Accountability and Transparency.
Any federal funds awarded under this Contract 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:
www.USASpendinLY.Yov. Grant recipients awarded a new Federal grant greater than or equal to $25,000.00
awarded on or after October 1, 2010, are subject to the FFATA. Contractor agrees to provide the
information necessary, over the life of this Contract, for the Commission to comply with this requirement.
Section 23. FEDERAL COMPLIANCE.
As applicable, Contractor 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).
B. Lacey Act, 16 U.S.0 3371-3378.
This Act prohibits trade in wildlife, fish and plants 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.
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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.
Section 24. FEDERAL FUNDS.
No Federal Funds are applied to this Contract, 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 Contractor 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 Part 60-1.4). 41 CFR Part 60-1.4 is hereby incorporated by reference.
C. Davis-Bacon Act.
Unless exempt, the Davis-Bacon Act, 40 U.S.C. 3141-3148, as supplemented by Department of Labor
regulations at 29 CFR Part 5, is 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. Davis-Bacon Act does not
apply if federal funding is solely provided by the American Rescue Plan Act(ARPA).
D. Copeland"Anti-Kickback Act".
i. Contractor.The contractor shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the
requirements of 29 CFR Part 3 as may be applicable,which are incorporated by reference into this
contract.
ii. Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clause above and
such other clauses as 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 these
contract clauses.
iii. 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 CFR § 5.12.
E. Contract Work Hours and Safety Standards Act
29 CFR 5.5(b) Contract Work Hours and Safety Standards Act is hereby incorporated by reference.
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F. Rights to Inventions
If this Contract is supported by federal funds and meets the definition of"funding agreement"under 37
CFR Part 401.2(a) then the Contractor must comply with all requirements of 37 CFR Part 401.
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) applies.
H. Debarment and Suspension Contractor Federal Certification
i. This Contract is a covered transaction for purposes of 2 CFR Part 180 and 2 CFR Part 3000.As
such,the contractor is required to verify that none of the contractor's principals (defined at 2 CFR §
180.995) or its affiliates (defined at 2 CFR § 180.905) are excluded(defined at 2 CFR § 180.940) or
disqualified(defined at 2 CFR § 180.935).
ii. The contractor must comply with 2 CFR Part 180, subpart C and 2 CFR Part 3000, subpart C, and
must include a requirement to comply with these regulations in any lower tier covered transaction it
enters into.
iii. This certification is a material representation of fact relied upon by(insert name of
recipient/subrecipient/applicant). If it is later determined that the contractor did not comply with 2
CFR Part 180, subpart C and 2 CFR Part 3000, subpart C,in addition to remedies available to (insert
name of recipient/subrecipient/applicant), the Federal Government may pursue available remedies,
including but not limited to suspension and/or debarment.
iv. The bidder or proposer agrees to comply with the requirements of 2 CFR Part 180, subpart C and 2
CFR Part 3000, subpart C while this offer is valid and throughout the period of any contract that may
arise from this offer. The bidder or proposer further agrees to include a provision requiring such
compliance in its lower tier covered transactions.
I. Byrd Anti-Lobbying Amendment
Contractors awarded $100,000 or more in Federal funds shall file the required certification. Contractors
shall file the required certification with the Commission Contract Manager five (5)business days after
contract execution. 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 USC
Part 1352. Each tier shall 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 Contractor who
in turn will forward the certification(s) to the Commission.
J. Procurement of Recovered Materials
i. In the performance of this contract, the Contractor shall make maximum use of products containing
recovered materials that are EPA-designated items unless the product cannot be acquired
a. Competitively within a timeframe providing for compliance with the contract performance
schedule;
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FWC Contract No. 23007
b. Meeting contract performance requirements; or
c. At a reasonable price.
ii. Information about this requirement, along with the list of EPA- designated items,is available at
EPA's Comprehensive Procurement Guidelines.
iii. The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the
Solid Waste Disposal Act.
K. Domestic Preference for Procurements
i. As appropriate and to the extent consistent with law,the Contractor should, to the greatest extent
practicable under a Federal award,provide a preference for the purchase, acquisition, or use of
goods,products, or materials produced in the United States (including but not limited to iron,
aluminum, steel, cement, and other manufactured products). The requirements of this section must
be included in all subcontracts including all contracts for work or products under this contract.
ii. For purposes of this section:
a. "Produced in the United States"means, for iron and steel products, that all manufacturing
processes, from the initial melting stage through the application of coatings, occurred in the
United States.
b. "Manufactured products"means items and construction materials composed in whole or in part
of non-ferrous metals such as aluminum;plastics and polymer-based products such as polyvinyl
chloride pipe; aggregates such as concrete; glass,including optical fiber; and lumber.
L. Compliance with Office of Management and Budget Circulars.
As applicable, Contractor shall comply with the following Office of Management and Budget(OMB)
Uniform Guidance (2 CFR 200).
M. Drug Free Workplace.
Pursuant to the Drug-Free Workplace Act of 1988, the Contractor attests and certifies that the contractor
will provide a drug-free workplace compliant with 41 U.S.C. 81.
N. American Rescue Plan Act(ARPA) of 2021.
If this Contract relies on ARPA federal funds, then the following shall apply:
i. Contractors shall provide their Unique Entity Identifier(UEI) and any other financial information
requested in the sam. financial registration process to the Commission prior to Contract
execution.
ii. Public Law 117-2,American Rescue Plan Act of 2021, Title XI-Committee of Finance Subtitle M;
Section 9901.
iii. Coronavirus State Fiscal Recovery Fund(SFRF) (31 CFR Part 35).
iv. Office of Management and Budget(OMB) Uniform Guidance (2 CFR 200).
V. US Department of Treasury, Compliance and Reporting Guidance State and Local Recovery
Funds, as amended.
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O. Build America,Buy America (BABA) provision of the Infrastructure Investment and Jobs Act
(IIJA) of 2021. (117 P.L. 58).
If federal funds are awarded to be used in this Contract for any project involving construction, alteration,
maintenance, or repair of infrastructure in the United States, and if the project involves infrastructure as
defined by §70912(5) of BABA, which includes,but is not limited to roads, highways, and bridges;public
transportation; dams,ports, harbors, and other maritime facilities; intercity passenger and freight railroads;
freight and intermodal facilities; airports; water systems,including drinking water and wastewater systems;
electrical transmission facilities and systems; utilities;broadband infrastructure; and buildings and real
property; then:
i. All iron and steel, manufactured products, and construction materials used in the project must be
produced in the United States.
ii. The BABA provision applies to all articles, materials, and supplies consumed in,incorporated
into, or affixed to an infrastructure project for federal awards on or after May 14, 2022.
iii. All subcontractors, successors, or assignees to this Contract will be held to the same requirements
as the original Parties to this Contract.
iv. The BABA provision does not apply to tools, equipment, and supplies brought to the construction
site and removed at or before completion of the infrastructure project.Nor does the BABA
provision apply to equipment and furnishings used at or within the finished infrastructure project
but are not an integral part of the structure or permanently affixed to the infrastructure project.
Section 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 http://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
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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
http://www.respectofflorida.org.
C. Procurement of Recycled Products or Materials.
Contractor 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.
Section 26. INDEMNIFICATION.
If the Contractor is a state agency or subdivision, as defined in Subsection 768.28(2), F.S.,or a governmental
entity as defined in Subsection 287.012(14),F.S.,neither Party indemnifies nor insures the other Party for the
other Party's negligence.If Contractor is not a state agency or subdivision as defined above, the Contractor 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 the
Contractor,its agents, employees,partners, or subcontractors,provided,however, that the Contractor 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. However,nothing contained herein shall constitute a waiver by the Commission of its
sovereign immunity or the provisions of Section 768.28, Florida Statutes.
Section 27. NON-DISCRIMINATION.
No person, on the grounds of race, color,religion, gender,pregnancy,national origin, age,handicap, or marital
status, shall be excluded from participation in,be denied the proceeds or benefits of, or be otherwise subjected to
discrimination in performance of this Contract.
Section 28. MEDIATION.
In the event of any claim or dispute arising by or between the Commission and the Contractor, each Party shall
continue to perform as required under the Contract,notwithstanding the existence of such claim or dispute,it
being acknowledged that time is of the essence. This provision includes,but is not limited to, the obligation to
continue to perform under the Contract notwithstanding disputes as to amounts due for payment hereunder.
Except for any claim, dispute, or matter in question that has been waived by the acceptance of final payment,or
that is otherwise barred by the applicable statute of limitations or other provision of law, any claim,dispute, or
other matter in question arising out of, or relating to the Contract or the breach thereof, shall be first submitted to
non-binding mediation by a single mediator in Tallahassee, Florida
The Party making a claim or dispute shall notify the other in writing of its claim or dispute within ten working
days of the event giving rise to the claim or dispute.
i. Such notice shall give the other Party ten working days from receipt of the notice to respond in
writing.
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ii. If the Party initiating such notice is not satisfied with the response, then it shall invoke this clause
initiating non-binding mediation by sending a demand for mediation in writing to the other Party
within seven(7) days.
iii. The Parties have two weeks after notice to agree in writing upon a mediator.
iv. If the Parties cannot agree upon a Florida Supreme Court certified mediator, then the Parties shall
request the Chief Judge of the Second Judicial Circuit in Leon County, Florida, to appoint a Florida
Supreme Court certified mediator.
a. The mediator's fees shall be born equally by the Parties involved in the mediation and shall pay
all of its own attorneys'fees and expenses related to the mediation unless otherwise agreed.
b. Unless otherwise agreed by the Parties in writing, such mediation shall take place within forty-
five (45) days of the appointment of or agreement to the mediator if the mediator's schedule so
allows.
c. The terms of this Contract and any dispute relating thereto will be governed by the laws of the
State of Florida, any litigation will be brought in the state or federal court in and for
Tallahassee, Florida, and you agree to submit to the exclusive jurisdiction of the state and
federal courts located in and for the Leon County, State of Florida.
d. All Parties agree to negotiate in good faith in an effort to settle any dispute.All Parties shall
have a representative present at mediation with the authority to settle the case.
V. Any resolution achieved at mediation shall be set forth in a written settlement agreement.
vi. The Contractor shall require all the dispute resolution provisions and requirements set out in this
Article in each contract it makes with any Subcontractor,material supplier, equipment supplier, or
fabricator.
vii. In no event shall the demand for mediation be made after the date when institution of legal or
equitable proceedings based on such claim, dispute, or other matter in question would be barred by
the applicable statute of limitations, or otherwise.
Unless otherwise agreed in writing, the Contractor shall carry on the Work and maintain its performance of this
Contract during any claim, dispute,or mediation.
If any matter sought to be mediated by the Commission or the Contractor involves a claim or other matter by or
against any Subcontractor, any Separate Contractor, or any other third party, or any such entity is reasonably
necessary to be joined in the mediation to permit a full and complete disposition of the dispute submitted
hereunder, then the Subcontractor, Separate Contractor or third party shall be joined by personal service of the
notice demanding mediation.
Such termination of the mediation shall not preclude any Party from commencing any judicial proceeding in a
court of competent jurisdiction in Leon County, Florida,providing the claims sought to be decided are not
otherwise barred.
Any demand for mediation and any answer to such demand must contain a written statement of each claim
alleged and the dollar amount in controversy sought in each claim. Should mediation fail to resolve the claim
submitted,the Parties may then proceed to seek applicable remedies at law.
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The agreement to mediate set forth in this Section shall apply to, and become part of, any Subcontract, any
contract into which these conditions are incorporated by reference or otherwise, and the Parties to such contract
shall mediate all disputes arising out of,or in any way relating to, that contract or the Project in accordance with
the provisions of this Section.
Section 29. SEVERABILITY,CHOICE OF LAW,AND CHOICE OF VENUE.
This Contract has been delivered in the State of Florida. Florida law governs this Contract, all agreements arising
under or out of this Contract, and any legal action or other proceeding of any kind designed to resolve a dispute
that arises out of or relates to this Contract.Wherever possible, each provision of this Contract shall be interpreted
in such manner as to be effective and valid under applicable law. If a court or other tribunal finds any provision of
this Contract unenforceable as written, the unenforceable provision(s) shall be ineffective to the extent of such
prohibition or invalidity,without invalidating the remainder of such provision and the remaining provisions of this
Contract.The Parties have selected the Second Judicial Circuit in Leon County, Florida, as the mandatory and
exclusive forum for resolving any dispute,in law or equity,that arises out of or relates to the Parties'transactions.
By signing this Contract, Contractor affirms that Contractor considers the Second Judicial Circuit to be a fair and
convenient forum for any legal action or other proceeding of any kind designed to resolve such a dispute.
Contractor will not initiate in any other forum a legal action or other proceeding to which this provision applies.
Section 30. JURY TRIAL WAIVER.
As part of the consideration for this Contract, the Parties hereby waive trial by jury in any action or proceeding
brought by any Party against any other Party pertaining to any matter whatsoever arising out of or in any way
connected with this Contract, or with the products or services provided under this Contract,including but not
limited to any claim by the Contractor of quantum meruit.
Section 31. NO THIRD-PARTY RIGHTS.
The Parties hereto do not intend,nor shall this Contract be construed to grant any rights,privileges or interest to
any person not a party to this Contract.
Section 32. PROHIBITION OF UNAUTHORIZED ALIENS.
In accordance with Federal Executive Order 96-236,the Commission shall consider the employment by the
Contractor 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 Contract if the Contractor knowingly employs
unauthorized aliens.
Section 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 Contract term; and 2.) include in all subcontracts under this Contract, the requirement
that subcontractors performing work or providing services pursuant to this Contract utilize the E-Verify
system to verify the employment eligibility of all new employees hired by the subcontractor during the
term of the subcontract.
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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
https://www.e-verify_ ov.
C. Enrollment in E-Verify.
As a condition precedent to entering a Contract with the Commission, Contractors and Subcontractors shall
register with and use the E-Verify system. Failure to do so shall result in the Contract not being issued, or if
discovered after issuance, termination of the Contract.
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 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 Contract and the Commission may treat a failure to comply as a material breach of the
agreement. If the Commission terminates the Contract 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 Contract.
Section 34. FORCE MAJEURE AND NOTICE OF DELAY FROM FORCE MAJEURE.
Neither Party shall be liable to the other for any delay or failure to perform under this Contract if such delay or
failure is neither the fault nor the negligence of the Party 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 Contract.If
the delay is excusable under this paragraph, the delay will not result in any additional charge or cost under the
Contract to either Party.In the case of any delay Contractor believes is excusable under this paragraph, Contractor
shall notify the Commission's Contract 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 Contractor could reasonably foresee that a delay could occur as a result; or(2)within five (5) calendar days
after the date Contractor first had reason to believe that a delay could result,if the delay is not reasonably
foreseeable. THE FOREGOING SHALL CONSTITUTE CONTRACTOR'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 Contractor of its decision in writing.No claim for damages, other
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than for an extension of time, shall be asserted against the Commission. Contractor shall not be entitled to an
increase in the Contract 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, Contractor shall perform at no increased cost,unless the Commission determines,in its sole
discretion, that the delay will significantly impair the value of the Contract 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 Contractor,provided that Contractor 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
Contractor 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 Contract quantity; or(3) terminate the Contract in whole
or in part.
Section 35. MEDIA REQUESTS.
Contractors shall refer all requests by the media or public relations personnel to the Commission's Contract
Manager. Contractors must submit a written request for permission before consulting with the media and,if
approved,the Commission may provide consultation and talking points. In relation to this Contract, Contractors
will not issue news releases,post social media content,respond to questions,nor will Contractors make
statements on behalf of the Commission or its partners without prior direction and the Commission's written
approval.Production and filming requests related to this Contract shall be processed through the Commission
only.
Section 36. USE OF SMALL UNMANNED AIRCRAFT SYSTEMS
Unless superseded or otherwise further described in Attachment A B, or C,if the Contractor intends to use a small
Unmanned Aircraft System (sUAS) at any time throughout the duration of the Contract, the Contractor shall
request approval from the Commission in writing prior to use.Upon request by the Commission,the Contractor
shall provide all required documentation, such as license or certification, flight plans, and registrations. The
Commission will notify the Contractor in writing of the approval or rejection of the request. If approved, the
Contractor will be provided with the Commission's policies, and is responsible and liable for adhering to any and
all rules and regulations,including the Commissions policies, applicable to operating the sUAS.
Section 37. ENTIRE CONTRACT.
This Contract with all incorporated attachments and exhibits represents the entire Contract of the Parties.Any
alterations,variations, changes,modifications or waivers of provisions of this Contract 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 contract and its attachments,
the terms of the solicitation and the Contractor's response to the solicitation.
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SIGNATURE PAGE TO FOLLOW
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SIGNATURES
IN WITNESS WHEREOF, the Parties hereto have caused this Contract to be executed through their duly
authorized signatories on the day and year last written below.
CONTRACTOR EXECUTION SIGNATURE COMMISSION EXECUTION SIGNATURE
Monroe County Board of Commissioners Florida Fish and Wildlife Conservation
Commission
Contractor Signature Executive Director(or Designee) Signature
Print Name Print Name
Title Title
Date Date
MONROEC
APPR�Y TO FORM
w„ .,...
ATTACHMENTS
_.. .��
Attachments in this Agreement include the following: PETER MORRIS
• Attachment A, Scope of Work
ASSISTANT COUNlY ATTORNEY
• Attachment B, Task Assignment
• Attachment C, Task Assignment Change Order
• Attachment D, Task Assignment Invoice Reporting Form
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Attachment A
SCOPE OF SERVICES
1. DESCRIPTION OF GOODS AND SERVICES PROCURED, OR PROJECT WORK PLAN
Background — The Fish and Wildlife Conservation Commission's Invasive Plant Management Section
(IPMS) is the designated lead entity in Florida responsible for coordinating and funding the statewide
control of invasive aquatic and upland plants in public waterways and on public conservation land. The
Uplands Program funds individual invasive plant control projects on public conservation land,based upon
the recommendations from its eleven Regional Working Groups. The Uplands Program melds these
regional priorities into an efficient and cost-effective statewide control program. To maximize operational
funding of projects, the Uplands Program contracts with a few government agencies to conduct work.
Upland invasive plant control services will be performed on a Task Assignment (Attachment B) basis,
whereas projects within Monroe County will be issued a Task Assignment providing there are sufficient
funds and the Commission has determined it to be in the State's best interest to contract through the
County.
Support of the Commission's Mission — Funding for the Uplands Program is provided through the
Land Acquisition Trust Fund Control Trust Fund as set forth in Section 369.252(4), F.S., which
reads: "use funds in the Invasive Plant Control Trust Fund ... for the purpose of controlling nonnative,
upland,invasive plant species on public lands."
The mission of the Uplands Program is to achieve maintenance control of invasive exotic plants such
as cogon grass (Imperata cylindrica), melaleuca (Melaleuca quinquenervia), Brazilian pepper
(Schinus terebinthifolius), Old World climbing fern (Lygodium microphyllum), and Japanese
climbing fern (L.japonicum) on public conservation land. Once invasive plants become established
in native habitats, eradication is difficult, if not impossible to achieve. Thus, continuous maintenance of
invasive plants must occur to preserve native plant communities, sustain wildlife habitat, and provide
outdoor recreational opportunities.
Description of Goods and Services —The Contractor or its subcontractors shall at all times provide on-
site a ground crew supervisor that is certified by the Florida Department of Agriculture and
Consumer Services as part of the work force. Ground Crew Supervisors will be responsible for: 1)
coordination with program site manager on a daily/weekly basis; 2) all control activities and safety
on project sites; 3) assuring that all contract crews are knowledgeable of, and remain within
property and treatment boundaries; 4) assuring appropriate herbicide labels, Material Safety Data
Sheets (MSDS), and a copy of the fully executed task assignment with maps are on site; 5) avoid
damage to native vegetation and wildlife; and 6) strict adherence to all herbicide label application,
precautionary, and safety statements.
The Contractor will be responsible for providing applicators with all supplies and equipment for upland
invasive exotic plant control, including vehicles, watercraft for transportation to work sites, GPS
equipment for collecting site positions, herbicides and adjuvants, sprayers, machetes, hand tools,
chainsaws, brush cutters, safety equipment, potable water, and suitable communications capability to
facilitate operational coordination and safety of crew members. Contractor shall be responsible
for obtaining all permits related to the control and disposal of targeted vegetation unless otherwise
noted in the Task Assignment(Attachment B).
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The Contractor shall provide the Commission, at the conclusion of each Task Assignment (Attachment
B), a written record of:
(a)total gallons of herbicides applied on the Task Assignment Invoice Reporting Form (Attachment D);
(b)total acres controlled, and cover class of each species treated;
(c) a shapefile of the final treatment boundary.
All control efforts shall be at least 95% effective in preventing re-sprout of all target vegetation. If 95%
kill rate is not achieved for any area of the project after two months following project completion, one
additional thorough treatment of the plant species listed in the Task Assignment (Attachment B) will be
the responsibility of the Contractor at no cost to the Commission.
2. DELIVERABLES
Specific Project Deliverables — Provide terrestrial vegetation control services in accordance with
designated area(s) of the public conservation land identified by the Task Assignment. Work shall consist
of the Contractor systematically traversing, locating, and treating 100% of the listed invasive plants with
the result of a minimum of 95% of target plants being killed. Work shall be conducted pursuant to details
stated in the current executed Task Assignment and any executed Change Order for the Task Assignment.
The FWC Contract Manager for the Invasive Plant Management Section may issue modifications to the
Task Assignment altering the scope of the invasive plant control authorized (increase or decrease acres,
add or remove plant species, change units or unit boundaries). The Section Leader of the Invasive Plant
Management Section may issue modifications to the Task Assignment reducing the funding amount and
any changes to the Term. The Contractor is not authorized to perform work on any additional sites until
such time as the FWC and the Contractor have fully executed a Change Order for said additional work.
Any work performed by the Contractor contrary to the Task Assignment shall be at the Contractor's
expense. The Contractor is authorized to subcontract.
Timeline for Completion — The Contractor shall submit invoices in accordance with the invoicing
schedule outlined in each executed Task Assignment(Attachment B) or Task Assignment Change Order
(Attachment C). An invoice is submitted after work has been completed by the Contractor. All detailed
invoice supporting documentation including,but not limited to, Task Assignment Reporting Form,payroll
information, chemical invoices shall be maintained on file and available upon request. One final invoice
must be submitted upon completion of work within the time-period given by the FWC Contract Manager.
The invoice must reflect the FWC Contract number, the Task Assignment number, and the Dates of
Service.
3. FINANCIAL CONSEQUENCES
If the Contractor fails to meet the established minimum performance level for the specified deliverables,
the Commission shall reduce payment by five (5) percent. Allowance will be for non-compliance to
minimum performance levels if the reason is due to circumstances beyond the Contractor's control.
Additionally, if the Contractor materially fails to comply with the terms and conditions of the Contract,
including any Federal or State statutes, rules, or regulations applicable to the Contract, the Commission
may take one or more of the following actions; as appropriate for the circumstances:
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A) Temporarily withhold cash payments pending corrections of the deficiency by the Contractor.
B) Disallow all or part of the cost of the activity or action not in compliance.
C) Wholly or partially suspend or terminate the Contract.
D) Take other remedies that may be legally available.
4. PERFORMANCE
A. RESPONSIBILITIES OF THE CONTRACTOR:
1.Upon full execution of the Task Assignment,the Contractor will coordinate with the FWC Site Manager
to establish a mutually agreeable work schedule.
2. A Ground Crew Supervisor, employed by the Contractor, will be present at all times when work on the
site is underway.
3. Ground Crew Supervisors will be responsible for all control activities and safety on project sites. The
Ground Crew Supervisor will assure contract crews are knowledgeable of, and remain within, property
and treatment boundaries. Every effort shall be made by the Contractor to avoid damage to native
vegetation and wildlife.
4. Ground Crew Supervisors will be pesticide applicators possessing current certification by the Florida
Department of Agriculture and Consumer Services (FDACS) in the Natural Areas categories. A copy of
each supervisor's FDACS certification will be provided to the FWC Site Manager prior to initiation of on-
site supervisory duties.
5. The Ground Crew Supervisor may supervise a maximum of eight(8)field employees at any given time,
unless otherwise noted in the Task Assignment.
6. The Ground Crew Supervisor shall be responsible for the collection, recording, and timely submission
of all data and reports required. At weekly intervals and at the completion of initial treatments and site
reassessment, a complete report will be submitted to the Site Manager detailing sites treated, number and
size of plants killed, and type of treatment used.
7. The Contractor will strictly adhere to all herbicide label application, precautionary, and safety
statements.
8. All control efforts shall be at least 95% effective in preventing re-sprout of treated target vegetation. If
95% kill rate is not achieved for any area of the project after project completion, one additional thorough
treatment of the plant species listed in the project area will be the responsibility of the Contractor at no
cost to the FWC.
9. The Contractor shall provide written notification to the Contract Manager upon completion of treatment
event(s).
10. The Contractor shall forward an original invoice along with all corresponding documents via email to
the contract manager.
RESPONSIBILITIES OF THE FWC SITE MANAGER:
1. The Site Manager reserves the right to inspect, at any time,the Contractor's procedure, spray system(s),
spray solution(s),and other ancillary equipment, and to approve operating personnel. Inspection,however,
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will not relieve the Contractor of any obligations or responsibilities nor will it transfer any liability to the
lands listed under "Project Location."
2. No additional work can be added to any Task Assignment without a fully executed Change Order.
Additional work includes additional treatment areas or change in treatment methodology.
6. COMPENSATION AND PAYMENT
Upland invasive plant control services will be paid on a fixed price basis to be determined for each Task
Assignment(Attachment B). The Commission shall pay the Contractor on a fixed price basis in an amount
not to exceed the amount specified on the executed Task Assignment for that fiscal year. This is a ten-
year Master Agreement starting with zero dollars; however, each Task Assignment increases the Contract
value,not to exceed $2,500,000 for the life of the Contract. Each project to be performed by the Contractor
shall be authorized by a separate Task Assignment Notification Form (Attachment B). No minimum
amount is guaranteed under this Contract. The Contractor is not authorized to perform any services or
purchase any commodities that exceed the funding amount authorized for each Task Assignment. Upon
completion and final payment of a Task Assignment, any funds remaining from that particular Task
Assignment shall be unencumbered by the Commission. The Contractor hereby agrees that the Contractor
or its subcontractors shall not commence work on a Task Assignment until said Task Assignment has been
fully executed by both the Commission and the Contractor.
The Commission may, at its sole discretion, extend or end the time allowed for completion of any project
due to water levels, inclement weather, or fire (prescribed or wild). Therefore, FWC reserves the right to
make partial payments to the Contractor at periodic intervals when a representative portion of the project
has been completed as determined by the FWC Project manager. Partial payments will be based on acres
as a deliverable unit.
The Contractor shall satisfactorily perform the services described in each executed Task Assignment and
executed Task Assignment Change Order.
Fixed Price Payments
Fixed price payment requests must include documentation evidencing the services provided for the period
invoiced. Documentation must evidence the completion of all tasks required to be performed for the
deliverable and must show that the provider met the minimum performance standards established in the
agreement.
7. MONITORING SCHEDULE
The Commission reserves the right to inspect, at any time, the Contractor's procedure, and treatment
results. Inspection, however, will not relieve the Contractor of any obligations or responsibilities. The
Commission will perform site inspections after work is completed to determine if 100% of the treatment
boundary was treated and 95% control of target species was achieved. The Contractor will provide
shapefiles of the treatment boundary and track logs from the treatment.
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ATTACHMENT B- TASK ASSIGNMENT NOTIFICATION FORM
Task Assignment Number: Date:
Contractor Name: Monroe County
Contractor's Contract Manager: FWC Contract Manager:
Task Description:
Deliverables:
Invoicing:
Term of Task Assignment:
Task Assignment Type: Fixed Price
Invoice Frequency: Amount not to exceed
Funding Information: $
ORG. CODE1 EO I OBJ. CODE1 MOD. I SP. CAT.I PROJ. # I YEAR I AMOUNT I PID
MONROE COUNTY BOARD OF FLORIDA FISH AND WILDLIFE
COUNTY COMMISSIONERS CONSERVATION COMMISSION
Mayor Date Contract Manager Date
Contract Specialist Date IPM Section Leader/Designee Date
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Attachment C
TASK ASSIGNMENT CHANGE ORDER FORM
FWC CONTRACT NO.23007
Task Assignment Number: Date: Change Order:
Contractor Name:Monroe County
Contractor's Contract Manager:
FWC Contract Manager:
Task Assignment Term:
DESCRIPTION OF CHANGE:
CHANGE IN TASK AMOUNT:
Item Fixed Price-Lump Sum
Original task amount: $0.00
Task amount prior to this change order: $0.00
Net increase/decrease in task amount: $0.00
Task amount with all change orders: $0.00
CHANGE IN TASK TIME:
Original task completion date:
Completion date prior to this change:
Net increase/decrease in task period:
Completion date with all change orders:
CHANGE IN FUNDING INFORMATION:
ORG CODE I EO JOBJECT CODE IMODULE I SPEC.CAT. I PROJECT# I FISCAL YEAR I AMOUNT
MONROE COUNTY BOARD OF COUNTY FLORIDA FISH AND WILDLIFE CONSERVATION COMMISSION
COMMISSIONERS
Mayor Date Contract Manager(or designee) Date
Contract Specialist Date
IPM Section Leader(or designee) Date
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