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Item C13 C13 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE Mayor James K.Scholl,District 3 The Florida Keys Mayor Pro Tern Michelle Lincoln,District 2 Craig Cates,District 1 David Rice,District 4 Holly Merrill Raschein,District 5 Board of County Commissioners Meeting February 19, 2025 Agenda Item Number: C 13 2023-3354 BULK ITEM: Yes DEPARTMENT: Fire Rescue TIME APPROXIMATE: STAFF CONTACT: R. L. Colina, Fire Chief NA AGENDA ITEM WORDING: Approval to Advertise Request for Qualifications for Medical Director Services. ITEM BACKGROUND: Monroe County Fire Rescue requires a Medical Director for its air and ground emergency medical services program. If approved, this request to advertise will initiate the process of formally and competitively soliciting qualifications from licensed medical professionals, through a Request for Qualifications ("RFQ"), in order to engage a Medical Director to provide consultation and direction to Monroe County Fire Rescue for an initial term of three(3)years, with two (2) additional two (2)-year extensions. This competitive selection process will take several months to complete. In accordance with Section 2-349, Monroe County Code, the County Administrator and MCFR staff recommend against inclusion of a local preference in the evaluation criteria. Based upon analysis of the marketplace for Medical Director services, staff has determined that it will serve the best interests of Monroe County to remove any limiting factors that may dissuade the highest and best qualified medical professionals from participating in the competitive process. The attached draft RFQ is offered as back-up to illustrate the substance of the competitive solicitation itself. Only minor edits will be made before it is finalized and published as an active solicitation. PREVIOUS RELEVANT BOCC ACTION: None. INSURANCE REQUIRED: No CONTRACT/AGREEMENT CHANGES: N/A 594 STAFF RECOMMENDATION: Approval. DOCUMENTATION: RFQ Medical Director Services for Monroe County Fire Rescue (Draft- FINAL).pdf FINANCIAL IMPACT: Effective Date: TBD Expiration Date: TBD Total Dollar Value of Contract: TBD Total Cost to County: N/A Current Year Portion: N/A Budgeted: $121,386.00 Source of Funds: $60,638.00 from 101/1 1001/SC00038 Professional Services/Trauma Star and $60,748 from 141/11500/SC00038 Professional Services/Fire Central CPI: N/A Indirect Costs: N/A Estimated Ongoing Costs Not Included in above dollar amounts: N/A Revenue Producing: N/A If yes, amount: Grant: N/A County Match: N/A Insurance Required: N/A Additional Details: N/A 595 MONROE COUNTY,FLORIDA REQUEST FOR QUALIFICATIONS MEDICAL DIRECTOR SERVICES FOR MONROE COUNTY FIRE RESCUE RFQ#: O 18 23 a/1 rr r r, 0 4 I rr � Fp r l„ h cot"4r iN SNE BOARD OF COUNTY COMMISSIONERS Mayor James K. Scholl,District 3 Mayor Pro Teen Michelle Lincoln, District 2 Craig Cates, District I James K. Scholl, District 3 David Rice, District 4 Holly Merrill Rashein, District 5 COUNTY ADMINISTRATOR CLERK OF THE CIRCUIT COURT Christine Hurley Kevin Madok February 2025 Prepared by: MONROE COUNTY FIRE RESCUE R.L. Colina, Fire Chief 596 TABLE OF CONTENTS SECTION PAGE Legal Notice—Request for Qualifications............................................................................RFQ Part 1 —General Information Part 2—Standard Terms & Conditions Part 3 —Statement of Work Part 4—Requirements &Instructions for Submission of Proposals Part 5—Evaluation of Submissions & Contract Negotiations &Award Part 6—Required Forms Part 7—Sample Agreement 597 NOTICE OF REQUEST FOR COMPETITIVE SOLICITATIONS NOTICE IS HEREBY GIVEN that on , February _, 2025, at 3:00 P.M., the Monroe County Purchasing Office will receive and open sealed responses for the following: MEDICAL DIRECTOR SERVICES FOR MONROE COUNTY FIRE RESCUE Pursuant to F.S. § 50.0211(3)(a), all published competitive solicitation notices can be viewed at: www.floridapublicnotices.com, a searchable Statewide repository for all published legal notices. Requirements for submission and the selection criteria may be requested from the County's electronic bidding platform at https://monroecounty-fl.bonfirehub.com OR www.monroecounty-fl.gov/BonfireBids. The Public Record is available upon request.A local preference, as defined in Section 2-349,County Code, will not be given in this solicitation. Monroe County Purchasing Department receives bids via the Bonfire electronic bidding platform. Please do not email,mail,or attempt to deliver in-person any sealed bids or proposals.Emailed/mailed/physically delivered bids/proposals/responses WILL NOT be accepted. The Monroe County Purchasing Department hereby directs that bids/proposals be submitted via the Bonfire electronic bidding platform at https://monroecounty-fl.bonfirehub.com, no later than 3:OOP.M. on , February_, 2025. There is no cost to the bidder to use the Bonfire platform. Questions regarding this RFQ must be transmitted in writing to Zully Hemeyer, c/o Monroe County Fire Rescue, 7280 Overseas Hwy, Marathon, FL 33050,or by Email: Hemeyer-ZullyL&Monroe County-FL.gov. Please d o n o t submit your confidential financial information as part of your proposal. There are separate uploads for each set of documents,including confidential financial information. All proposals will be made public on the platform after an intended decision or 30 days (from bid opening date),whichever is earlier, unless the bids/proposals are rejected in accordance with F.S. § 119.071. If your proposal document includes financial information, that information will not be considered confidential and will be available and viewable to the public in accordance with public records law. In the event of a discrepancy between a value listed on the "Price Response - Proposal Form" and any document within the other portions of the response uploaded into Bonfire,the values listed in the"Price Response -Proposal Form"submitted as part of the RFQ is the amount that will be considered by the County. The County reserves the right to waive any proposalibid irregularity. The bid/proposal opening for this solicitation will be held virtually, via the internet, at 3:00 P.M., on February ,2025. You may call in by phone or internet using the following: Join Zoom Meeting htt_ps://mcbocc.zoom.us/l'/4509326156 Meeting ID: 4509326156 One tap mobile: +16465189805„45093261569 US (New York) +16699006833„45093261569 US (San Jose) Dial by your location: +1 646 518 9805 US (New York) +1 669 900 6833 US (San Jose) Publication Dates Keys Citizen: Sat.,XXX Keys Weekly: Thur.,XXX 1 598 PART 1 —GENERAL INFORMATION 1. Definition -Request for Qualifications (RFQ) I.I. An RFQ is a formal competitive advertised solicitation method that typically describes services or a project in enough detail to let potential vendors/consultants determine if they wish to compete. The RFQ is the basis for requesting all documents,whether attached or incorporated by reference, utilized for obtaining qualifications and performance data, including but not limited to financial capability, reputation, experience and competency from which the most highly qualified vendor(s)/consultant(s) can be identified. 1.2. For this Request for Qualifications, there will be two (2) material components submitted by any interested vendor/consultant: 1) "Qualifications Response," and 2) "Price Response." Both components must be submitted simultaneously, but uploaded in the County's Bonfire Software (electronic bidding platform hereinafter "eBid" or `Bonfire") as separate files. As further described herein, all Qualifications Responses received by the County will be unsealed and evaluated short-listed (ranked in order of highest qualified, second highest qualified, and so on), interviewed(if desired), and recommended to the Board of County Commissioners (`BOCC")for permission to negotiate a contract similar to the Sample Agreement, attached hereto, describing the scope of work and fees. After permission is granted, the County will commence pricing negotiations with the highest qualified responder using the submitted Price Proposals. If pricing negotiations fail with the highest qualified responder, the County will commence pricing negotiations with the second highest qualified responder, and so on until a recommendation for contract award is forwarded to the BOCC for consideration and approval.The Award will be based on the criteria set forth herein to the respondent who submits the highest qualifications as judged by the County, at a competitive and most advantageous price point for Monroe County. 2. Introduction 2.1. The Board of County Commissioners of Monroe County, Florida, (hereinafter "County" or `BOCC"), hereby requests sealed statements of qualifications, consistent with the requirements set forth herein, from qualified medical professionals (hereinafter"Consultant")who can provide medical director services to Monroe County Fire Rescue as detailed in the solicitation. Consultant may be required to participate in public meetings and deliver presentations, as necessary to accomplish the scope of services. 2.2. Respondents to this Request for Qualifications shall be licensed medical professionals within the State of Florida,as more specifically described herein,and carry the County's minimum mandated insurance coverage, as more specifically described herein. Statements submitted with license applications pending shall not be considered responsive. 2.3. Interested firms are invited to submit their responses in conformance with the criteria outlined herein.Notice to Proposers: The County's local preference policy is set forth in Section 2-349 of the Monroe County Code of Ordinances. The application of local preference to this solicitation/contract, for which the Monroe County Board of County Commissioners is the awarding authority, has been waived pursuant to the written recommendation of the County Administrator and approval of the Monroe County Board of County Commissioners. As such, a local preference, as defined in Section 2-349, County Code,will not be given in this solicitation. 2.4. It is the County's intention to: (a) solicit responses from interested parties; (b) evaluate qualifications listed in the responses; (c) conduct interviews and/or oral presentations (if desired); (d) verify the information presented; (e) request permission to negotiate from BOCC; (f) negotiate pricing under the contract; and (g) recommend to BOCC an award of the contract to the Consultant. 2 599 2.5. The selected Consultant(s) must agree to abide by and be governed by all Federal, State, and County laws, rules, and regulations, all of which may have a bearing on the services involved in any Agreements issued as a result of this RFQ. The County may seek reimbursement for expenses it incurs for Medical Director services rendered during a FEMA-declared State of Emergency. And as such, Consultant(s) agrees to comply with federal laws and procurement regulations set forth in 2 C.F.R.Part 200, and Appendix II to Part 200, as may be amended from time to time. 3. Point of Contact 3.1. To ensure fair consideration for all Consultants, all inquiries concerning clarifications of this solicitation or for additional information shall be submitted in writing by mail,or email and directed as follows: Monroe County Fire Rescue Attn: Zully Hemever Address: 7280 Overseas Hwy, Marathon, FL 33050 Email: Hemever-ZullyL&MonroeCounty-FL.gov 3.2. All responses to questions/clarifications will be sent to all prospective Consultants in the form of an addendum. Such contact is to be for clarification purposes only. Material changes,if any,to the scope of services, or bid procedures will only be transmitted electronically through the County's Procurement(electronic bidding) System. 4. Schedule of Events The County will use the following tentative time schedule in the selection process. The County reserves the right to change and/or delay scheduled dates. Event Date RFQ Available Non-Mandatory Pre-Proposal Meeting None Last Date of Receipt of Questions Addendum Release (if required) Proposals Due (3:00 p.m. EST) Proposal Review for Compliance Selection Committee Review/Short List Completed (Incl. Interviews/Presentations to Selection Committee,if determined necessary) BOCC grants permission to negotiate Negotiations with 91 Ranked Consultant; and so on, as needed Complete/Finalize Contract Documents Commission Award of Contract 3 600 PART 2—STANDARD TERMS AND CONDITIONS 1. Standard Terms and Conditions These Standard Terms and Conditions apply to offers made to the Monroe County Board of County Commissioners by all prospective Proposers. Any and all special conditions (that describe a condition in more detail) within this RFQ or any ultimately negotiated agreement document that may be in variance or conflict with these Standard Terms and Conditions, shall have precedence over these Standard Terms and Conditions. 2. Special Conditions within the Statement of Work Where there appears to be variances or conflicts between the Standard Terms and Conditions and any Special Conditions within the Statement of Work outlined in this solicitation, the Special Conditions within the Statement of Work shall prevail as to the variance or conflict. 3. Defined Terms 3.1. County: Shall mean Monroe County, Florida, a political subdivision of the State of Florida. 3.2. Contract: A deliberate written agreement between two (2) or more competent parties to perform or not to perform a certain act or acts,including all types of agreements,regardless of what they may be called, for the procurement or disposal of equipment, materials, supplies, services or construction. Contract shall be inclusive of the term "Agreement" unless stated otherwise. 3.3. Contract Administrator: An individual responsible for the management of all actions required for initiating and issuing procurements for a particular pro]ect,along with all contract- related actions performed during the course of the work from award until closeout of the contract. 3.4. Evaluation Criteria: Factors,including but not limited to,relating to management capability, technical capability, meeting performance requirements, price and other important considerations used to evaluate which proposer has made the most advantageous offer in a competitive solicitation. 3.5. Firm: means any individual, firm,partnership, corporation, association, or other legal entity permitted by law to practice medicine,or other medical specialty as recognized in the state. 3.6. First Ranked Proposer: That Proposer, responding to a County RFQ, whose proposal is deemed by the County, the most advantageous to the County after applying the evaluation criteria contained in the RFQ. 3.7. Offeror: Means a person or respondent submitting an offer in response to a Request for Qualifications or other solicitation. 3.8. Professional Services: As used in this solicitation, services within the scope of the practice of medicine, or other medical specialty as defined by the laws of the state, or those performed by medical directors in connection with his or her professional employment or practice. 3.9. Proposal: An offer or response made by executed formal document submitted by an Offeror or Respondent to the County as a basis for negotiations to enter into a contract. A proposal for purposes of this solicitation will include two (2) distinct responses: 1) "Qualifications Response,"and 2) "Price Response." 3.10. Proposer: An Offeror or Respondent who submits a proposal in response to a solicitation. The terms "Consultant," "Offeror," "Respondent," "Vendor," and "Proposer" are used interchangeably and have the same meaning,except when the context dictates another meaning. 3.11. Request for qualifications (RFQ): A solicitation of responses from Consultants whereby Consultants are invited to submit a summary of their particular qualifications and to state their interest in performing a specific job or service for the County. From such submissions, the County Selection Committee determines which of such Consultants shall be short-listed, interviewed, and recommended to the Board of County Commissioners for permission to 4 601 negotiate for scope of work and fees. For purposes of this solicitation,the Consultants shall be short-listed by ranking them as first-qualified, second-qualified, and so on. In arriving at such ranking, the Selection Committee may conduct interviews and/or request presentations from consultants. 3.12. Requesting department: The department or entity seeking to procure or purchase the goods or services. For purposes of this solicitation, the department is Monroe County Fire Rescue. 3.13. Selection Committee: The committee approved to review offers and responses to requests for proposals (RFP) and requests for qualifications (RFQ) in accordance with the policies and procedures of the purchasing department. 3.14. Successful Consultant: Consultant who is awarded a contract to provide professional services to the County. 3.15. Waiver of Mistake,Irregularity,or Technicality: The act of disregarding de minimis errors or technical nonconformities in proposals which do not change the substance of the proposal and will not adversely affect the competition between proposers.Monroe County BOCC, at its sole discretion, reserves the right to reject any and all proposals, waive any mistake, irregularity, or technicality in proposals received, or readvertise for the services hereunder; as such,it is the sole judge of what serves the County's best interest, and such decision is final. 4. Public Records 4.1. Consultant shall keep such records and accounts and require any and all Consultants and subconsultants to keep records and accounts as may be necessary in order to record complete and correct entries as to personnel hours charged to the project and any expenses for which Consultant expects to be reimbursed. Such books and records will be available at all reasonable times for examination and audit by County and shall be kept for a period of five (5) years after the completion of all work to be performed pursuant to this Agreement. Incomplete or incorrect entries in such books and records will be grounds for County's disallowance of any fees or expenses based upon such entries. 4.2. County is a public agency subject to Chapter 119, Florida Statutes. To the extent Consultant is a Consultant acting on behalf of the County pursuant to Section 119.0701, Florida Statutes, Consultant shall comply with all public records laws in accordance with Chapter 119, Florida Statutes. In accordance with state law, Consultant agrees to: a) Keep and maintain all records that ordinarily and necessarily would be required by the County in order to perform the services. b) Upon request from the County's custodian of public records, provide the County with a copy of the requested records or allow the records to be inspected or copies within a reasonable time at a cost that does not exceed the costs provided in Chapter 119, Florida Statutes, or as otherwise provided by law. c) Ensure that public records that are exempt or confidential and exempt from public records disclosure are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the contract if the Consultant does not transfer the records to the County. d) Upon completion of the services within this Agreement, at no cost, either transfer to the County all public records in possession of the Consultant or keep and maintain public records required by the County to perform the services. If the Consultant transfers all public records to the County upon completion of the services,the Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Consultant keeps and maintains public records upon completion of the services, the Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the County, upon request 5 602 from the County's custodian of public records,in a format that is compatible with the information technology systems of the County. IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE COUNTY'S CUSTODIAN OF PUBLIC RECORDS AT: MONROE COUNTY ATTORNEYS OFFICE, 1111 12TH STREET, SUITE 408, KEY WEST, FL 33040, EMAIL: PUBLICRECORDS@MONROECOUNTY-FL.GOV, OR PHONE: 305-292-3470. 4.3. If Consultant does not comply with this Section, the County shall enforce the Agreement provisions in accordance herewith and may unilaterally cancel this Agreement in accordance with state law. 5. Audit Rights The Consultant must 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 any ensuing agreement, in accordance with generally accepted accounting principles. County reserves the right to audit the records of the Consultant for the commodities and/or services provided under the contract at any time during the performance and term of the contract and for a period of five (5) after completion of the contract. Such records must be retained by Consultant for a minimum of five (5) years following the close of the Agreement, or the period required for this particular type of prQj ect by the General Records Schedules maintained by the Department of State, whichever is longer. The Consultant agrees to cooperate with the County and agrees to submit to an audit as required by the County, or other authorized representative(s) of the State of Florida. The Consultant must allow the County or such other auditing agency to have access to and inspect the complete records of the Consultant in relation to this solicitation and any ensuing agreement at any and all times during normal business hours for the purposes of conducting audits or examinations or making excerpts or transcriptions. The requirements set forth in this paragraph will survive the termination of any ensuing agreement. 6. Addendum 6.1. If the Consultant should be in doubt as to the meaning of any of the RFQ document, or is of the opinion that the scope of services contains errors, contradictions or reflect omissions, Consultant shall submit a written request directed to the named County Staff Contact who will coordinate with the appropriate person or department for interpretations or clarification. No oral interpretations will be made to any Respondent as to the meaning of the contract documents. Any inquiry or request for interpretation must be received in writing ten (10) or more business days prior to the date fixed for opening of responses. Inquiries submitted after that time will not be considered.Written inquiries should be sent to Zully Hemeyer,Monroe County Fire Rescue,7280 Overseas Hwy, Marathon,FL 33040 or emailed to Hemeyer-Zully(a>,MonroeCounty-FL.gyov with the subject line of the email including the RFQ name. Interpretations or clarifications deemed necessary by the County, in response to such questions, will be issued in writing as an official addendum to the RFQ no later than five (5) business days prior to the established Response opening date. 6.2. The issuance of any addendum shall be issued through the eBid System to all Consultants registered for this RFQ. The addendum is the only official method whereby interpretation, clarification, changes or additional information can be given. It is the Consultant's responsibility 6 603 to check the eBid System prior to the due date and time to ensure that the Consultant has a complete, up-to-date package. Each Respondent shall acknowledge receipt of such addenda in their Response. In case any Respondent fails to acknowledge receipt of such addenda or addendum, the response will nevertheless be construed as though it had been received and acknowledged and the submission of such response will constitute acknowledgment of the receipt of same. All addenda are a part of the contract documents, and each Respondent will be bound by such addenda,whether or not actually received. 7. Proposal Submission 7.1. Consultant shall use the electronic Bonfire (eBid) System to submit a response. The proposal shall be signed by a representative who is authorized to contractually bind the Consultant. IMPORTANT: FINANCIAL INFORMATION—SUBMIT BY SEPARATE UPLOAD. In order to determine if a proposer is responsible pursuant to Section 2-347(h), Monroe County Code of Ordinances, all proposals for contracts to be awarded under this section must contain: Financial statements for the prior three(3)years for the responding entity or for any entity that is a subsidiary to the responding entity.Note: Any financial statement that an agency requires for responding to a bid is exempt from disclosure as a public record.Please do not submit your confidential financial information as part of your proposal. Please mark as "Confidential" to exercise exemption under Subsection 119.071(1)(c), Florida Statutes, and upload by separate upload to the Bonfire (eBid) System to maintain confidentiality. There are separate uploads for each set of documents, including confidential financial information. However, any financial information the Consultant includes in the proposal packet, which is not marked as "Confidential", and is uploaded incorrectly, may be disclosed in any public records request and will not be treated as "Confidential." The County shall incur no liability for inadvertent disclosure of financial records that are not properly marked or submitted. 7.2. Consultant's response shall not contain any alteration to the document posted other than entering data in spaces provided or including attachments as necessary. By submission of a response, Consultant affirms that a complete set of bid documents was obtained from the Bonfire (eBid) System only and no alteration of any kind has been made to the solicitation. 7.3. All blanks on the proposal form(s) must be completed and notarized, if applicable. Names must be typed or printed below the signature. Facsimile or mailed proposals will not be accepted. Proposals will only be accepted electronically, submitted through the Bonfire (eBid) System. 7.4. Each Consultant for services further represents that the Consultant has examined and is familiar with the local conditions,including laws and regulations, under which the work is to be done and has correlated the observations with the requirements of the contract documents.Each Consultant by signature and by submission of a response, represents that the Consultant has read and understands the contract documents, has completed all required fields and the proposal has been made in accordance therewith. 7.5. Only one (1) proposal from any individual, firm, partnership, or corporation, under the same or different names, will be considered. Should it appear to the County that any Consultant is interested in more than one (1) proposal for work contemplated, all proposals in which such a Consultant is interested will be rejected. Consultant by submitting this proposal certifies that the proposal is made without previous understanding, agreement or connection with any person, firm or corporation making a proposal for the same material, supplies, equipment or services and is in all respects,fair and without collusion or fraud. 7.6. All proposals received from Consultants in response to this Request for Qualifications will become the property of County and will not be returned to the Consultants. In the event of Contract award, all documentation produced as part of the Contract shall become the exclusive property of the County. 8. RFQ Postponement/Cancellation 7 604 The Board of County Commissioners may, at its sole and absolute discretion,reject any and all, or parts of any and all proposals; re-advertise this RFQ; postpone or cancel, at any time, this RFQ process; or exercise the County's waiver of mistake,irregularity, or technicality rights. 9. Costs Incurred by Consultants All expenses involved with the preparation/and or presentation and submission of proposals to the County, or any work performed in connection therewith, shall be the sole responsibility of the Consultant(s) and shall not be reimbursed by the County. 10. Protest Procedure Any Bidder/Respondent/Proposer who claims to be adversely affected by the decision or intended decision to award a contract shall submit in writing a notice of protest which must be received by the County Attorney's Office within seventy-two (72)hours or three (3)business days,whichever is greater, after the posting of the notice of decision or intended decision on the electronic bidding platform or posting of the Notice of Decision or Intended Decision on the Monroe County Board of County Commissioners' (`BOCC") agenda, whichever occurs first. Additionally, a formal written protest must be submitted in writing and must be received by the County Attorney's Office seventy-two (72) hours or three (3)business days prior to the BOCC's meeting date in which the award of contract by the BOCC will be heard. The only opportunity to address protest claims is before the BOCC at the designated public meeting in which the agenda item awarding the contract is heard.In accordance with the Rules of Debate as set forth in the Monroe County Board of County Commissioners Administrative Procedures, the Bidder/Respondent/Proposer that filed the protest is responsible for providing the Clerk with his/her name and residence prior to the agenda item to award the contract being called in order to preserve their opportunity to be heard on this matter.An individual has three (3) minutes to address the Commission and a person representing an organization has five (5) minutes to address the Commission. The BOCC decision to award the contract is final and at their sole discretion. Failure to timely protest within the times and in the manner prescribed herein shall constitute a waiver of the ability to protest the award of contract, unless the BOCC determines that it is in the best interest of the County to do so. The filing of a protest shall not stop the solicitation,negotiations,or contract award process,unless it is determined that it is in the best interest of the County to do so. 11. Indemnification & Release of Liability Notwithstanding any minimum insurance requirements prescribed elsewhere in this solicitation, Consultant shall defend,indemnify, and hold harmless the COUNTY, and the COUNTY's elected and appointed officers and employees,from and against(1) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings,or other proceedings relating to any type of injury(including death),loss,damage,fine,penalty or business interruption,and(iii) any costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with: (A) any activity of Consultant or any of its employees, agents, contractors or other invitees during the solicitation process and any ensuing agreement, (B) the negligence or recklessness, intentional wrongful misconduct, errors or other wrongful act or omission of Consultant or any of its employees, agents, sub-contractors or other invitees, or (C) Consultant's default in respect of any of the obligations that it undertakes during the solicitation process and under the term of any ensuing agreement, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise solely from the intentional or negligent acts or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than Consultant).Nothing contained herein is intended, nor may be construed, to waive County's rights and immunities under the common law or Section 768.28, Florida Statutes, as amended from time to time; nor will anything included herein be construed as consent to be sued by any third parties in any matter arising out of this solicitation or ensuing agreement. To the extent considered necessary by the Contract Administrator, any sums due Consultant under an ensuing agreement may be retained by the County until all of the County's 8 605 claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld is not subject to payment of interest by the County.Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during or after the term of an ensuing agreement, and the rights and immunities reserved to the County, this section will survive the expiration of the term of the ensuing agreement or any earlier termination of same. 12. Insurance The respondent, if awarded a contract, shall maintain insurance coverage reflecting the minimum amounts and conditions as required by the County. Note: A copy of any current Certificate of Insurance may be included with your proposal. The Respondent/Contractor will be responsible for obtaining and maintaining all necessary insurance coverages listed in this RFQ and within the Sample Agreement prior to commencing operation. Certificates of Insurance must be provided to Monroe County within fifteen (15) days after notice of intended award of contract, with Monroe County BOCC listed as an additional insured on all policies, except Workers Compensation.If the proper insurance forms are not received within the fifteen (15) days, the contract may be awarded to the next selected respondent. All forms of insurance required above shall be from insurers acceptable to the County. Policies shall be written by companies licensed to do business in the State of Florida and having an agent for service of process in the State of Florida. Companies shall have an A.M.Best rating of A:VII or better. The required insurance shall be maintained at all times while Respondent/Contractor is providing service to the County. Contractor shall provide County with updated Certificates of Insurance annually on the renewal date of each policy. All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty(30)days'prior notification is given to the County by the insurer. 13. Legal Requirements The Consultant shall observe and comply with all federal, state, county laws and local ordinances, rules and regulations that apply to this Request for Qualifications. Failure to familiarize himself/herself with applicable laws will in no way relieve him/her from responsibility. 14. Independent Contractor This solicitation and any ensuing agreement does not create an employee/employer relationship between the Consultant and the County. It is understood and accepted by the Consultant that he/she/it is an independent contractor under this solicitation and any ensuing agreement, and not the County's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act,the Federal Unemployment Tax Act,the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant will retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided. The Contractor agrees that it is a separate and independent enterprise from the County, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This solicitation and any ensuing agreement must not be construed as creating any joint employment relationship between the Consultant and the County, and the County will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 15. Uncontrollable Circumstances ("Force Majeure") As used herein, "Force Majeure" means the occurrence of any event that prevents or delays the performance by either party of its obligations hereunder which are beyond the reasonable control of the non-performing party. Examples of"Force Majeure" include,but are not limited to, acts of God, natural disasters, or emergency governmental action. To invoke this paragraph, immediate 9 606 written notice,consistent with the"Notice"provisions of an ensuing agreement between the parties, must be sent by the non-performing party describing the circumstances constituting force majeure and proof that the non-performance or delay of performance is a direct and reasonable result of such event(s). Any claim for extension of time by Consultant pursuant to this paragraph will be made not more than Seventy-two (72) hours after the commencement of the delay. Otherwise, it shall be waived. The Consultant shall immediately report the termination of the cause for the delay within seventy-two (72) hours after such termination. The County reserves its right to challenge the invocation by the Consultant within five(5) calendar days of receipt of said notice,in such case uninterrupted performance in required. However, in the event the invocation is accepted by the County,the Consultant must take all reasonable measures to mitigate any and all resulting damages, costs,delays,or disruptions to the Consultant's performance requirements under this RFQ and any ensuing agreement. All obligations must resume when the circumstances of such event(s) have subsided, or other written arrangements as agreed to by both parties. 16. Assignment The Proposer shall not assign the proposal or any portion of the awarded agreement without prior written consent of the County,nor shall the Consultant assign any monies due or to become due to him or her,without the previous written consent of the County.Formal consent to assignment may be processed in a manner consistent with the Monroe County Purchasing Policy and Procedures Manual, as may be amended. 17. Choice of Law and Venue By submitting a proposal, the Consultant agrees that the only laws that apply to this Solicitation and any ensuing agreement are those of the State of Florida and United States of America. The parties waive the privilege of venue and agree that all litigation between them in the state courts will take place exclusively in the Sixteenth Judicial Circuit in and for Monroe County,Florida, and that all litigation between them in the federal courts will take place exclusively in the United States District Court in and for the Southern District of Florida,or United States Bankruptcy Court for the Southern District of Florida, whenever applicable. This solicitation and any ensuring agreement shall not be subject to arbitration. Mediation proceedings initiated and conducted pursuant to this solicitation and any ensuing agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County, Florida. 18. References& Background Check As part of the proposal evaluation process,the County may conduct an investigation of references, including a record check,consumer affairs complaints,or criminal background check. Consultant's submission of a proposal constitutes acknowledgment of the process and consent to investigate. The County is the sole judge in determining Consultants qualifications. 19. Conflict of Interest The award of any contract hereunder is subject to the provisions of Chapter 112, Florida Statutes. Consultants must disclose with their proposal the name of any officer, director,partner,proprietor, associate or agent who is also an officer or employee of the County or any of its agencies. Further, all Consultants must disclose the name of any officer or employee of the County who owns,directly or indirectly, an interest of five percent(5%)or more in the Consultant's firm or any of its branches or affiliate companies. 20. Officials Not to Benefit Each Consultant shall certify, upon signing a proposal, that to the best of their knowledge, no Monroe County official or employee having official responsibility for the procurement transaction, or member of his or her immediate family,has received or will receive any financial benefit relating to the award of this Agreement. If such a benefit has been received or will be received, this fact 10 607 shall be disclosed with the proposal or as soon thereafter as it appears that such a benefit will be received. Failure to disclose the information prescribed above may result in suspension,debarment, or rescission of the Agreement made, or could affect payment pursuant to the terms of the Agreement. 21. Prohibition on Conflict of Interest, Gratuities,Kickbacks, and Collusion The statements contained in this paragraph are true and correct, and made with the full knowledge that Monroe County relies upon the truth of the statements contained herein in awarding the contract. 21.1. Conflict of Interest. Contractor covenants that it presently has no interest and will 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 County and itself. 21.2. Gratuities. Contractor hereby certifies that it has not offered,given, or agreed to give any Monroe County employee a gratuity,favor, or anything of monetary value in connection with any decision, approval, disapproval, recommendation,preparation of any part of the Project or award of this contract. 21.3. Kickbacks. Contractor certifies that it has not given payment, gratuity, or offer of employment to be made by or on behalf of a Sub-contractor under a contract to Contractor or higher tier sub-contractor or any person associated therewith, as an inducement of the award of a subcontract or order. 21.4. Non-Collusion Statement.By submitting the proposal, Contractor certifies under penalty of perjury that the price proposed by Contractor was arrived at independently without collusion, consultation,or communication for the purpose of restricting competition;and no attempt has been made to induce another person or entity to submit a proposal, or not submit, for the purpose of restricting competition in the award of this contract. 21.5. Contract Clause. The prohibitions on conflict of interest, gratuities, kickbacks, and collusion prescribed in this paragraph must be conspicuously set forth in every contract and subcontract and solicitation initiated by Contractor in its performance of work under this solicitation, and any ensuing agreement. 22. Data Management; Data Security Standards. Contractor must agree to comply with the County's written demands regarding cooperation (and any applicable financial responsibilities) for timely data breach incident reporting, response activities/fact-gathering,public and other governmental agency notification requirements, severity level assessment, and after-action reporting, consistent with Sections 282.3185(5) & (6), and 501.171,Fla. Stats.,as amended from time to time.And specifically in the context of data breaches that involve Protected Health Information pursuant to Health Insurance Portability and Accountability Act (HIPAA), Contractor must comply with all requirements of the Health Information Technology for Economic and Clinical Health Act(HITECH); Section 105 of Title I of the Genetic Information Nondiscrimination Act of 2008 (GINA); and 45 C.F.R. Parts 160, 162 and 164 and Final Omnibus Rule eff. March 26, 2013). To ensure safety of personal data, Contractor must comply with the 2016 European Union's General Data Privacy Regulation (GDPR) that became effective in the European Union on May 25, 2018, and any more recently revised version thereof.For any system integration between the County's network systems and that of the Contractor,the Contractor by submitting a proposal thereby agrees to comply with ISO/IEC 27001 for its internal system, at a minimum, and any unique integration requirements of the County's network and information technology systems. 23. Anti-Discrimination Covenant Consultant agrees that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, any agreement resulting from this solicitation automatically terminates without any 11 608 further action on the part of any parry, effective the date of the court order. Contractor agrees to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination.These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352)which prohibits discrimination in employment on the basis of race,color,religion,sex or national origin;2)Title IX of the Education Amendment of 1972,as amended(20 USC ss. 1681- 1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of disability; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended,relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3),as amended,relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 12101 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 14,Article II,which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation,gender identity or expression,familial status or age; 11)The Pregnant Workers Fairness Act(PWFA)pursuant to 42 U.S.C.2000gg et seq.;and 12)Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this solicitation and any ensuing agreement. 24. Public Entity Crimes Statement Pursuant to Section 287.133(2)(a), Fla. Stat., as amended from time to time, by submitting its proposal Consultant certifies that neither it nor its affiliate(s) have been placed on the convicted vendor list following a conviction for a public entity crime. If placed on that list, Consultant must notify the County immediately and is prohibited from providing any goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to 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 in excess of the threshold amount provided in Section 287.017, Fla. Stat., as amended from time to time, for Category TWO ($35,000) as may be amended,for a period of thirty-six(36)months from the date of being placed on the convicted vendor list. 25. Discriminatory Vendor List Contractor hereby acknowledges its continuous duty to disclose to the County if the Contractor or any of its affiliates, as defined by Section 287.134(1)(a), Florida Statutes, are placed on the Discriminatory Vendor List. Pursuant to Section 287.134(2)(a),Florida Statutes: "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." 26. County Suspended Vendor List The eligibility of persons to bid for an award of County contract(s), or enter into a contract, may be suspended pursuant to sec. 2-347(l) of the Monroe County Code of Ordinances. In the event an eligible person is suspended by the County after the contract is awarded, or a suspended person is employed to perform work (e.g. subcontractor in a bid or contract)pursuant to a County contract, 12 609 same shall constitute a material breach of the contract. The County, in its sole discretion, may terminate the contract with no further liability to the contractor beyond payment of the portion of the contract price that may be due for work satisfactorily completed up to the date of termination, and hereby reserves all other rights and remedies available at law or in equity. 27. Ethics Clause pursuant to Monroe County Ordinance No. 010-1990 By submitting it proposal, the Contractor warrants that he/she/it has not employed, retained or otherwise had act on his/her/its behalf any former County officer or employee in violation of Section 2-149,Monroe County Code of Ordinances,or any County officer or employee in violation of Section 2-150, Monroe County Code of Ordinances. For breach or violation of this provision the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee pursuant to Subsection 2-152(b), Monroe County Code of Ordinances. 28. Prompt Disclosure of Litigation,Investigations,Arbitration, or Administrative Proceedings Throughout the solicitation process, the Contractor has a continuing duty to promptly disclose to the County, in writing, upon occurrence, all civil or criminal litigation, investigations, arbitration, or administrative proceedings relating to or affecting Contractor's ability to perform under this Agreement. If the existence of such causes the County concern that the Contractor's ability or willingness to perform the Agreement is jeopardized, the Contractor may be required to provide the County with reasonable assurances to demonstrate its ability to perform as required hereunder, and that its employees/agents have not or will not engage in conduct similar in nature to the conduct alleged in such proceeding. 29. Trade Secrets Documents submitted by Contractor which constitute trade secrets as defined in Sections 812.081 and 688.002, Florida Statutes, as amended from time to time, and which are clearly marked or stamped as confidential by the Contractor at the time of submission to the County, will not be subject to public access. However, should a requestor of public records challenge Contractor's interpretation of the term "trade secrets," within five (5) calendar days of such challenge, Contractor must provide a separate written affidavit that includes an indemnification and release guarantee, as approved by the County Attorney or designee, to the County to support its claim that the alleged trade secrets actually constitutes same as defined by law. Contractor must demonstrate the need for confidentiality of the documentation by showing a business advantage or an opportunity to obtain an advantage if the documentation was released. Otherwise, Contractor is required to timely seek a protective order in the Circuit Court of the Sixteenth Judicial Circuit in and for Monroe County to prevent the County's release of the requested records. 30. Foreign Gifts and Contracts The Contractor must comply with any applicable disclosure requirements in Section 286.101, Florida Statutes. Pursuant to Section 286.101(7)(b),Florida Statutes: "In addition to any fine assessed under [§ 286.101(7)(a), Florida Statutes], a final order determining a third or subsequent violation by an entity other than a state agency or political subdivision must automatically disqualify the entity from eligibility for any grant or contract funded by a state agency or any political subdivision until such ineligibility is lifted by the Administration Commission [Governor and Cabinet per §14.202, Florida Statutes] for good cause." 31. Scrutinized Companies and Countries of Concern per Sections 287.135, 215.473, & 287.138, Florida Statutes Contractor hereby certifies that it:a)has not been placed on the Scrutinized Companies that Boycott Israel List, nor is engaged in a boycott of Israel; b) has not been placed on the Scrutinized Companies with Activities in Sudan List nor the Scrutinized Companies with Activities in the Iran 13 610 Terrorism Sectors List (formerly the Iran Petroleum Energy Sector List); and c) has not been engaged in business operations in Cuba or Syria. If County determines that Contractor has falsely certified facts under this paragraph, or if Contractor is found to have been placed on a list created pursuant to Section 215.473,Florida Statutes, as amended,or is engaged in a boycott of Israel after the execution of this Agreement, County will have all rights and remedies to terminate this Agreement consistent with Section 287.135,Florida Statutes, as amended. The County reserves all rights to waive certain requirements of this paragraph on a case-by-case exception basis pursuant to Section 287.135, Florida Statutes, as amended.Beginning January 1, 2024, the County must not enter into a contract that grants access to an individual's personal identifying information to any Foreign Country of Concern such as: People's Republic of China, the Russian Federation, the Islamic Republic of Iran, the Democratic People's Republic of Korea, the Republic of Cuba, the Venezuelan regime of Nicolas Maduro,or the Syrian Arab Republic,unless the Contractor provides the County with an affidavit signed by an authorized representative of the Contractor,under penalty of perjury, attesting that the Contractor does not meet any of the criteria in subparagraphs (2)(a)- (c) of Section 287.138, Florida Statutes, as may be amended. 32. Noncoercive Conduct for Labor or Services As a nongovernmental entity submitting a proposal, executing, renewing, or extending a contract with a government entity, Contractor is required to provide an affidavit under penalty of perjury attesting that Contractor does not use coercion for labor or services in accordance with Section 787.06, Florida Statutes. As an authorized representative of Contractor, and by submitting this proposal, I certify under penalties of perjury that Contractor does not use coercion for labor or services as prohibited by Section 787.06, Florida Statutes. Additionally, Contractor has reviewed Section 787.06, Florida Statutes, and agrees to abide by same. 33. E-Verify Requirements Effective January 1, 2021, public and private employers, contractors and subcontractors must require registration with, and use of the E-verify system in order to verify the work authorization status of all newly hired employees. Contractor acknowledges and agrees to utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: a) All persons employed by Contractor to perform employment duties within Florida during the term of the contract; and b) All persons (including subvendors/subconsultants/subcontractors) assigned by Contractor to perform work pursuant to the contract with the County. The Contractor acknowledges and agrees that use of the U.S. Department of Homeland Security's E-Verify System during the term of the contract is a condition of the contract with the County. By submitting a proposal, the Contractor becomes obligated to comply with the provisions of Section 448.095, Florida Statutes, "Employment Eligibility," as amended from time to time. This includes, but is not limited to, utilization of the E-Verify System to verify the work authorization status of all newly hired employees, and requiring all subcontractors to provide an affidavit to Contractor attesting that the subcontractor does not employ, contract with, or subcontract with, an unauthorized alien. Contractor agrees to maintain a copy of such affidavit for the duration of this Agreement. Failure to comply with this paragraph will result in the termination of this Agreement as provided in Section 448.095, Florida Statutes, as amended, and Contractor may not be awarded a public contract for at least one (1) year after the date on which the Agreement was terminated. Contractor will also be liable for any additional costs to County incurred as a result of the termination of this Agreement in accordance with this Section. Upon executing this Agreement, Contractor will provide proof of enrollment in E-verify to the County. 34. Prohibited Telecommunications Equipment By submitting a proposal,Contractor agrees to the following provisions,and further represents and certifies that it and its applicable subcontractors do not and will not use any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential 14 611 component of any system,or as critical technology as part of any system, as such terms are used in 48 CFR§§ 52.204-24 through 52.204-26.By executing this Agreement, Contractor represents and certifies that Contractor and its applicable subcontractors must not provide or use such covered telecommunications equipment, system, or services for any scope of work performed for the County for the entire duration of this Agreement. If Contractor is notified of any use or provisions of such covered telecommunications equipment, system, or services by a subcontractor at any tier or by any other source, Contractor must promptly report the information in 40 CFR § 52.204- 25(d)(2) to County. 35. Antitrust Violations; Denial or Revocation under Section 287.137,Florida Statutes Pursuant to Section 287.137, Florida Statutes, as may be amended, a person or an affiliate who has been placed on the antitrust violator vendor list(electronically published and updated quarterly by the State of Florida) following a conviction or being held civilly liable for an antitrust violation may not submit a bid,proposal,or reply for any new contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply for a new contract with a public entity for the construction or repair of a public building or public work; may not submit a bid, proposal, or reply on new leases of real property to a public entity; may not be awarded or perform work as a contractor,supplier,subcontractor,or consultant under a new contract with a public entity;and may not transact new business with a public entity. By submitting its proposal, Contractor certifies neither it nor its affiliate(s) are on the antitrust violator vendor list at the time of entering this Agreement. False certification under this paragraph or being subsequently added to that list will result in termination of any ensuing award of a contract, at the option of the County consistent with Section 287.137, Florida Statutes, as amended. 36. Environmental and Social Government and Corporate Activism Pursuant to Section 287.05701, Florida Statutes, as may be amended, the County cannot give preference to a contractor based on social,political or ideological interests as defined in the statute. Contractor is also prohibited from giving preference to any of its subcontractors based on the above referenced factors. Violations of this Section will result in termination of any ensuing or forthcoming agreement hereunder, and may result in administrative sanctions and penalties by the Office of the Attorney General of the State of Florida. 37. Drug-Free Workplace Consultant in accordance with Section 287.087, Florida Statutes,by submitting aproposal thereby certifies that he/she/it shall (upon being awarded a contract with the County): 1.) Publish a statement notifying employees that the unlawful manufacture,distribution,dispensing,possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition; 2.) Inform employees about the dangers of drug abuse in the workplace,the business'policy of maintaining a drug-free workplace, any available drug counseling,rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations; 3.) Give each employee engaged in providing the contractual services hereunder a copy of the statement specified in 1.), above; 4.) In the statement specified in 1.), notify the employees that, as a condition of working on the contractual services hereunder, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893, Fla. Stat., or of any controlled substance law of the U.S. or any state, for a violation occurring in the workplace no later than five (5) days after such conviction; 5.) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community,or any employee who is so convicted; and 6.)Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section.By submitting a proposal and signing any ensuing agreement with the County, Consultant certifies that he/she/it complies fully with the above requirements. 15 612 38. Default 38.1. Termination for Uncurable Default In the event the Consultant shall default in or violate any of the terms, obligations,restrictions or conditions of this Contract in a manner that is uncurable(as determined in the sole discretion of the County),the County may,upon written notice to the Consultant,terminate this Contract effective immediately. In the event of such termination the County may hold the Consultant liable for any and all damages sustained by the County arising out of such default, including but not limited to costs of re-procurement and cover. 38.2 Termination for Curable Default In the event the Consultant shall default in any of the terms, obligations, restrictions or conditions in the Contract Documents in a manner that is curable (as determined in the sole discretion of the County), the County shall give the Consultant written notice by registered, certified mail of the default and that such default shall be corrected or actions taken to correct such default shall be commenced within three (3) calendar days thereof. In the event the Consultant has failed to correct the conditions(s) of the default or the default is not remedied to the satisfaction and approval of the County, the County shall have all legal remedies available to it, including, but not limited to termination of the Contract in which case the Consultant shall be liable for any and all damages permitted by law arising from the default and breach of the Contract. 38.3 Termination for Convenience of County Upon thirty (30) calendar days written notice delivered by certified mail, return receipt requested,to the Consultant,the County may without cause and without prejudice to any other right or remedy, terminate the Contract for the County's convenience whenever the County determines that such termination is in the best interest of the County. Where the Contract is terminated for the convenience of the County the notice of termination to the Consultant must state that the Contract is being terminated for the convenience of the County under the termination clause and the extent of termination. The Consultant shall discontinue all work on the appointed last day of service. 39. Payment Dispute Resolution Process 39.1 Payment disputes must be handled pursuant to the procedures set forth in the Monroe County Purchasing Policies and Procedures Manual. In sum, if an improper invoice is submitted by a Consultant, Monroe County shall notify the Consultant in writing within ten (10) days after receipt of an improper invoice, that the invoice is improper. The notice should indicate what corrective action on the part of the Consultant is needed to make the payment request or invoice proper. The Consultant should take corrective action and resubmit a Proper Invoice to the County. The Consultant's steps shall be that of initially contacting MCFR to validate the invoice and receive a sign off from the department that would indicate that the invoice in question is in accordance with the terms and conditions of the agreement. Once sign off is obtained, the Consultant should then resubmit the invoice as a "Corrected Invoice" to the department which will initiate the payment timeline of a Proper Invoice. A Proper Invoice for this purpose is defined as an invoice submitted for work performed that meets prior agreed upon terms or conditions to the satisfaction of Monroe County and in accordance with Section 218.72, Florida Statutes. 39.2 Should a dispute result between the Consultant and the County over tender of a payment request or an invoice, then the Consultant should submit their notice of dispute in writing to the department. The department should acknowledge receipt of the Consultant's notice of dispute and provide the Consultant with the County's dispute resolution procedure by mail or email, if available. The department shall assign a representative who shall act as a "Dispute Manager" to resolve the issue at departmental level. The Dispute Manager shall investigate the dispute and document the steps taken to resolve the issue. The Dispute Manager should, as part of his or her investigation, ascertain if the work, for which the payment request or invoice has been submitted, was performed to Monroe County's satisfaction and duly accepted by the Proper Authority.Proper Authority for this purpose is defined as the Monroe County representative who is designated as the 16 613 approving authority for the work performed in the contractual document. Dispute resolution procedures shall be commenced no later than thirty (30) days after the date on which the payment request or invoice was received by Monroe County and shall not extend beyond sixty (60) days. The Dispute Manager must complete the investigation and furnish a written determination to the Consultant. If the Consultant is not satisfied with the Dispute Manager's resolution of the dispute, the County Administrator or his or her designee shall be the final arbiter in resolving the issue and will issue their final decision in writing within sixty(60) days after the date on which the payment request or invoice was received by Monroe County. 17 614 PART 3 —STATEMENT OF WORK 1. Purpose & Background 1.1. The Scope of Work includes all services as described in this RFQ to be performed for Monroe County Fire Rescue. Monroe County Fire Rescue operates nine (9) fire suppression stations and two (2) air ambulance bases across three (3) 24-hour Shift Platoons (A/B/C Shifts). Monroe County Fire Rescue provides fire and emergency medical services (EMS) to the citizens and visitors of the unincorporated areas of Monroe County(generally from Tavernier to Stock Island) plus the Key West International Airport, and also within the City of Layton. 1.2. All fire station operations personnel are Florida state certified firefighters and national and state licensed Emergency Medical Technicians or Paramedics. The air ambulance bases,which are part of the County's Trauma Star Program,are located in the cities of Marathon and Key West.Trauma Star air ambulance services include care and air transport to critically injured patients within all of Monroe County (both incorporated and unincorporated) including first response to the Dry Tortugas, an island located approximately 70 miles offshore from the City of Key West. All fire station apparatus provide Advanced Life Support (ALS) services and are staffed with a minimum of one (1) Firefighter/Paramedic and one (1) Officer per shift. At times, the Station Officer serves as the Firefighter/Paramedic. There are (4) firefighters operating 24 hours/7 days a week at each of the eight (8) structural fire stations (fire service zones) and three (3) ARFF personnel at Station 7 (Key West International Airport). The department's countywide minimum daily staffing level is forty (40) firefighters/EMT-Paramedics/Nurses which provide an effective response force within each fire service zone/station responding to every type of emergency incident. Monroe County Fire Rescue provides Basic Life Support (BLS) and Advanced Life Support (ALS) services to the citizens and visitors of unincorporated Monroe County, as well as the City of Layton. MCFR responds to an average of 4,000 to 5,000 incidents per year, which includes emergency medical service calls. 1.3. Each Shift is led by a Battalion Chief(supervisor),each fire station company has a Station Officer, either Captain or Lieutenant, staffing an engine,tanker or ladder truck and a Rescue (ambulance). All units are staffed with a minimum of one (1) certified Paramedic. The overall daily operational staffing consists of one(1)Battalion Chief,thirty-two(32)Firefighter/EMT-Paramedics,three (3) ARFF Firefighter/EMT-Paramedics,two (2) flight medics, and two (2) flight nurses on duty each day. In addition, there are a small number of volunteer firefighters that provide support to the department. The fire station at KWIA provides aircraft rescue and firefighting (ARFF) services during air carrier operations. Each Trauma Star air ambulance has a Flight Paramedic and Nurse on duty each day. 2. Minimum Qualifications & Licenses 2.1. Consultant must provide documentation of the following minimum qualifications and experience as set forth herein, and consistent with the minimum criteria set forth in Rule 64J-1.004, "Medical Direction,"of the Florida Administrative Code, to include,but not be limited to,the following: a) Currently licensed and practicing in the State of Florida as an M.D.or D.O.,for at least ten(10) continuous years immediately preceding this solicitation. b) Board Certified in Emergency Medicine through either the American Board of Emergency Medicine, the American Board of Osteopathic Emergency Physicians, or the American Association of Physicians Specialists, for at least ten (10) continuous years immediately preceding this solicitation. c) Currently certified as an Instructor in at least one(1)of the following areas: Advanced Cardiac Life Support(ACLS), Prehospital Trauma Life Support(PHTLS), or Pediatric Advanced Life Support (PALS). d) Be able to demonstrate experience and/or training in the pre-hospital care of acutely ill or injured patients, instruction of pre-hospital personnel, and medical direction of pre-hospital emergency units. 18 615 e) Be able to demonstrate experience and/or training in EMS Quality Improvement processes. f) No criminal history that includes conviction or adjudication withheld of any criminal charge. Consultant must be willing to submit to a voluntary background screening,including a Level I criminal record check. g) Be able to demonstrate experience and a broad knowledge of pre-hospital and hospital emergency medicine, as well as pre-hospital care in a fire-rescue based system, including familiarity with the operation of emergency medical services supporting this system. h) Be able to demonstrate ability to prescribe medications,including controlled substances,in the State of Florida, pursuant to the provisions of Chapters 499 and 893, Florida Statutes, and Chapter 61N-1.001, F.A.C. i) Be able to demonstrate working knowledge of federal, state of Florida and local laws and regulations in relation to emergency medical services and pre-hospital services. 3. Scope of Services 3.1. This Request for Qualifications outlines the scope of services required by Monroe County Fire Rescue tendered by a licensed physician(s)pursuant to Chapter 458, Florida Statutes, to serve as the Medical Director pursuant to Chapter 401, Florida Statutes, and Rule Chapter 64J-1, Florida, Administrative Code, having authority over all clinical and patient care aspects of the Monroe County Emergency Medical Services system which includes each ALS, BLS, and/or air ambulance services within the County. 3.2. The Medical Director professional services contract shall be for an initial term of three (3)years, with two (2) additional two (2)year extension terms based upon satisfactory performance and the mutual agreement of all parties. The services provided to the County will start only after the County's issuance of a written Notice to Proceed, consistent with a valid contract executed between the parties, and will continue until midnight of the last day stated in the term of contract, unless otherwise extended or amended by formal amendment of the contract agreed to by the parties. 3.3. Monroe County Fire Rescue requires a Medical Director to perform daily professional services consistent with Section 401.265,Fla. Stat., as may be amended. The professional services,duties, and responsibilities, including, but not limited to, advising, training, counseling and overseeing Monroe County's Emergency Medical Services and Trauma Star programs.These services involve administrative and management functions for an on-going basis, with specific activities, such as meetings,testing and evaluations,etc.which will require an on-site presence and time commitment scheduled with the Fire Chief and/or designee. 3.4. The Daily or On-going services, duties, and responsibilities are further described as follows: a) Availability 24/7 to provide Medical Direction to Monroe County Fire Rescue personnel, in order to resolve problems, system conflicts, and provide services in an emergency as defined in Section 252.34(4), Fla. Stat., as may be amended. b) Provide supervision and oversight for the medical performance of the paramedics and emergency medical technicians (EMT's)working for Monroe County. This includes retaining authority to permit and/or prohibit any paramedic or EMT to use advanced life support or other emergency medical procedures,which includes career and volunteer personnel. c) Review and certify that the security and documentation of procedures for medications, fluids and controlled substances are in compliance with all applicable federal, state and local laws and requirements. d) Conduct an on-going review and maintain standards of care for Fire Rescue personnel, including review and update of Monroe County Fire Rescue Medical Protocols, and assisting to update the medical performance standards contained within these protocols. This includes an on-going review of all Protocols and Standing Orders, as may be necessary, to ensure reliable service delivery, appropriate patient care, and the maintenance of the current standard of care, including comprehensive review and written approval of all Protocols and Standing Orders, considering the results of the Quality Assurance performance reviews, a review of current medical literature, and input from other Fire Rescue personnel. This also includes the 19 616 review, revision, implementation, and maintenance of Basic and Advanced Life Support Protocols and standing orders. e) Participate in a patient care Quality Assurance Program to assess the medical performance of paramedics and EMT's.Auditing of personnel will include,but is not limited to,aprompt filing of the patient care report,direct observation on emergency scenes,as well as on transport units, and reviews of performance standards for controlled substances,medical equipment,protocols and procedures. f) Establish procedures for routine auditing of the County's medical system performance. In addition, establish procedures for special audits upon request by a) a physician involved in an incident or by a patient's personal physician;b) a provider in a case in which the provider was involved; c) an EMT or paramedic in a case which he/she was involved; d) a member of the Quality Assurance Committee that is established pursuant to Section 401.265, Fla. Stat.; e)by the County Administrator of Monroe County; or f) at the discretion of the Medical Director. g) Provide clinical reviews and evaluation of aero medical electronic patient care reports. Consultant must review a minimum of 40 reports per month using the County's electronic patient care records management portal(ESO). h) Perform clinical reviews of all patient care reports (through ESO) and review any deficiencies with medical personnel, as requested by MCFR.Provide investigations or audits, as needed,to ensure that personnel comply with the protocols and standards of care established by the department. The method and extent of the investigation or audit employed during any Quality Assurance Review will be initiated by the Medical Director, in direct coordination with the Fire Chief. i) Conduct training as requested by MCFR for revisions to Protocols and Standing Orders prior to implementation. Further, coordinate with the Fire Chief, or designee, for compliance with all Protocols and Standing Orders for Fire Rescue personnel and ensure that additional training is conducted to address any identified needs or deficiencies. j) Assist in the resolution of issues involving the delivery of pre-hospital care and other services in accordance with Rule 64J-1.004, F.A.C., as may be amended. k) Present lectures and hold trainings on medical topics to support MCFR's Continuing Education Programs. This includes live (in-person) presentations, upon request by MCFR, and the provision of training and/or study materials. 1) Conduct trainings and verify that all certified/Licensed Fire Rescue Personnel are trained in the use of the Trauma Scorecard Methodologies, as provided in Rule 64J-2.004, F.A.C., for adult trauma patients, and Rule 64J-2.005, F.A.C., for pediatric trauma patients. m) Perform in-person testing and verify the proficiency of Paramedics who complete MCFR's Paramedic Precepting Program, including reviewing the training documentation and administering an oral and/or written examination. n) Provide an orientation and initial training for newly hired EMT's and Paramedics,upon request and coordination by MCFR. o) Provide for direct observation of field level providers,while performing their duties,that meets or exceeds standards established in Section 401.265, Fla. Stat., and Rule 64J-1.004, F.A.C., as either may be amended. p) As instructor, upon completion of course, the Medical Director shall sign documents and approve the Continuing Education units to those EMTs and EMT-Ps in furtherance of their completion of the minimum 30 hours of bi-annual re-certification training, as set forth in Section 401.2715, Fla. Stat., as may be amended. q) Interact with and inform the County Administrator and local government officials on an as- needed basis. Consultant may be required to represent Monroe County in matters involving or relating to other governmental entities at the local,regional, state, or national level,pertaining to the County/State/Federal for any emergency medical services improvement program(s), permits or grants in which the County is or may be an eligible participant or has an interest. 20 617 r) Must be available 24/7 for consultation and response during a disaster situation occurring in Monroe County; disasters within the meaning of this solicitation include, but are not limited to,hurricanes (before making landfall and after). s) Assist and liaise on behalf of Monroe County Fire Rescue, through the Fire Chief, between field EMS operations, the County's Emergency Department, hospitals, and public health agencies during disaster situations. t) Participate in the Florida EMS Medical Director's Association,or another similarly recognized statewide physician's group that focuses on pre-hospital care. 3.5. The Monthly services, duties, and responsibilities include, but are not limited to, the following described deliverables: a) Attend monthly meetings including, but not be limited to, Trauma Star Flight team meeting, EMS Services meeting, department staff meetings, and Monroe County Board of County Commissioner's Meetings, as requested by MCFR. b) Participate in Educational Programs at all levels, to include all Certified/Licensed Monroe County Fire Rescue response personnel. c) Provide a monthly report detailing activities performed on behalf of the department,to include meetings,training, evaluation and testing of paramedics or EMTs, etc. 3.6 The Quarterly services, duties, and responsibilities include, but are not limited to, the following described deliverables: a) Participate in Trauma Star Safety Meetings quarterly to review procedures,safety policies and issues,unusual occurrences, and audit compliance with safety policies and procedures. b) Participate in Emergency Medical Services and Quality Assurance Quality Management review meetings on a quarterly basis. c) Provide a quarterly report listing any participation in inter-agency discussions regarding identified issues, or meetings coordinated to promote collaboration and improvement of communication. This may include periodically visiting and communicating with the hospital emergency departments to exchange information and review the quality of care provided by Monroe County Fire Rescue personnel. 3.7 Annual services,duties,and responsibilities include,but are not limited to,the following described deliverables: a) Provide annual review and sign-off(certifying up-to-date) of Trauma Transport Protocols, for submission to the Florida Department of Health, Bureau of Emergency Medical Services, for approval in accordance with Chapter 64J-2, F.A.C., as may be amended. b) Certify on an annual basis the review and revision of MCFR's Protocols for Specialty Procedures or Services,including but not limited to aeromedical (Trauma Star Transport). c) Certify on an annual basis the review and revision of existing Protocols and Standing Orders to ensure that these meet nationally accepted standards of practice for use by all Monroe County Fire Rescue personnel (ALS/BLS Procedures), when contact cannot be made with the supervising physician,or when any delay in patient care would threaten the life or health of the patient. d) Provide an annual report on all training sessions provided to MCFR personnel on all Protocols and Standing Orders; report must indicate dates to ensure that such training was conducted prior to implementation; and make recommendations for upcoming training opportunities to address any identified needs and ensure compliance with Protocols and Standing Orders by Fire Rescue personnel. e) Conduct an annual review of the National Fire Protection Association standards for the Comprehensive Occupational Medical Program for Fire Departments against MCFR's current operation, and provide a written report on annual findings and recommendations. f) Develop an improved patient care Quality Assurance Program to assess the medical performance of paramedics and EMTs. As part of the development,provide an annual review 21 618 of the existing patient care Quality Assurance Program and submit an annual report to the Fire Chief prior to the end of each County-fiscal year(Oct. 1st—Sept. 30th). g) Participate in the annual budgetary process, and in conjunction with the Fire Chief and/or designee, provide annual reviews regarding appropriate staffing, structural requirements, equipment and supplies necessary to ensure the department's compliance with all applicable laws and regulations, including air ambulances compliance with Rule 64J-1.005, F.A.C., and Section 401.251, Fla. Stat., as either may be amended. In addition, as part of any budget discussions, recommend emergency medical services continuing education programs, including educational topics, providing lectures and training events, and supporting other educational opportunities to enhance the County's EMS system. h) Provide annual reviews of an effective patient care Quality Assurance System to assess the medical performance of all Certified/Licensed Monroe County Fire Rescue response personnel. i) Review annually procedures for issuance, renewal, suspension, and revocation of practice privileges for Monroe County Fire Rescue personnel in concert with the Fire Chief, to include a process for remediation. The procedure shall contain due process provisions, and all such provisions shall be approved,in advance,by the Fire Chief. j) Review annually procedures for routine auditing of EMS System performance and adherence to protocols on individual EMS incidents and overall EMS system compliance. k) Provide and oversee a minimum of ten (10) hours per year of continuing medical education related to pre-hospital care, or teaching, or a combination of both, to department EMT's and Paramedics. In addition, review and approve annual training courses for continuing education units offered by outside providers,to ensure quality of training. 4. Standard of Care 4.1. Consultant shall perform all of the provisions of this contract with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under the same or similar circumstances. The County shall base its determination of the Consultant's fulfillment of the scope of services in accordance with accepted professional consulting standards. 4.2. Consultant shall be responsible for the accuracy of its professional services under this Agreement and shall promptly make revisions or corrections resulting from its errors,omissions,or negligent acts without additional compensation. The County's acceptance of any of Consultant's professional services shall not relieve Consultant of its responsibility to subsequently correct any such errors or omissions. 4.3. Consultant shall respond to the County's notice of any errors, omissions, or deficiencies in the deliverables within twenty-four (24) hours of written confirmation by the Consultant of the County's notice. Such confirmation may be in the form of an email confirming receipt, or by actual hand delivery of written notice by the County to the Consultant.Consultant may be required to physically visit a site within Monroe County,if directed by the County. 22 619 PART 4—REQUIREMENTS AND INSTRUCTIONS FOR SUBMISSION OF PROPOSALS 1) Rules for Submission I.I. The submission must name all persons or entities interested in the submission as principal Consultant. The proposal must declare that it is made without collusion with any other person,or entity, submitting a proposal pursuant to the RFQ. All competitive solicitations received must remain valid for a minimum period of ninety(90) days from the competitive solicitation opening. Properly identified responses received before the deadline (i.e. the specified date and time of opening/unsealing) will be opened by the Monroe County Purchasing Department.No responses will be accepted after the specified date and time of opening/unsealing. 1.2. The proposal shall be written in sufficient detail to permit the County to conduct a meaningful evaluation of the qualifications and proposed services. Each page should be titled as described below, and inserted within its specific "Tab." The statement of qualifications shall respond to each item outlined below. Please limit response to the information requested. The proposal must include the following information: 2) Modification and Withdrawal of ProposalsPrior to the time and date designated for opening/unsealing of proposals, any proposal submitted may be modified by removing the existing proposal from Bonfire and uploading a new,complete proposal.The new submission shall comply with the requirements for the original proposal. Proposals may be withdrawn on Bonfire prior to the time and date designated for the opening/unsealing of proposals. Withdrawn proposals may be resubmitted on Bonfire up to the time designated for the opening/unsealing of proposals provided that they are then fully in conformance herewith. After the specified date and time of opening/unsealing the proposals, a Proposer who discovers an error in its proposal, may only withdraw its proposal under the conditions set forth in Monroe County Code Section 2-347(1)(1); however, this action removes the proposer from further consideration should the other proposers decline the award or withdraw their proposals. 3) Contents of Submission The responses to this RFQ shall be digital PDF format.Responses must be organized as indicated below. Each Respondent must submit adequate documentation, as determined by the BOCC, to certify the Respondent's compliance with the County's requirements. The following information, at a minimum, shall be included in the Response. 3.1. Cover Page Respondent shall include a cover page titled"Statement of Qualifications for Medical Director Services for Monroe County Fire Rescue."The cover page should contain the Respondent's name, address, telephone number and the name of the Respondent's primary contact. 3.2. Qualification Details in Tabbed Sections Tab A. Executive Summary(5 points) The Respondent shall provide a summary of services brief history of the firm or organization, and particularly include other contracts that are similar in nature to the services requested in the RFQ. The Respondent shall provide a narrative of the firm's qualities and capabilities that demonstrate how the firm will work with Monroe County Fire Rescue to fulfill the requirements of the scope of work. Tab B.Licensure, Qualifications, and Relevant Experience(45 points) 1) The Respondent shall provide copies of all applicable licenses and certifications for personnel, as described in the Scope of Services,herein. 2) Respondent shall provide copies of the resumes for all its personnel. 23 620 3) Respondent shall provide narrative describing familiarity with and experience as follows: a. Experience and training in the pre-hospital care of acutely ill or injured patients. b. Experience and training in the instruction of pre-hospital personnel. c. Experience and training in the Emergency Medical Services Quality Improvement processes. d. Demonstrate experience and a broad knowledge of pre-hospital and hospital emergency medicine. e. Demonstrate experience and training in medical direction of pre-hospital emergency units. f. Demonstrate experience in pre-hospital care in a fire-rescue based system, including familiarity with the operation of emergency medical services that support MCFR's system. g. Ability to prescribe medications, including controlled substances, in the State of Florida,pursuant to the provisions of Chapters 499 and 893 of the Florida Statute and Chapter 6 IN-1, F.A.C. h. Practical and technical working knowledge of federal, state of Florida and local laws and regulations in relation to emergency medical services and pre-hospital services. 4) The Respondent shall provide a complete history of the firm or organization demonstrating relevant experience with services that are similar in scope to the work described herein. The demonstrated history shall include a list of at least two (2) contracts with other organizations arising within the last ten(10)years. The list should include the information below: a. Name and full address of the referenced organization (with whom the contract was made). b. Name and telephone number of primary contact person for contract. c. Date(s) of contract, including initiation, termination and contract value (compensation amount). d. Brief summary of the contracted services which are similar to the services requested in this RFQ. e. Provide a letter of reference from the contracted organization. 5) Additionally, Respondent shall name at least two (2) references outside of the organizations contracted with(listed above).Each named reference shall include, at a minimum, the information of the primary contact person, name of the organization, and contact information. Tab C.Criminal History Background Screening&Licensure Eligibility(5 points) In addition to the offenses listed in Section 435.04, Fla. Stat., the applicant must not have an arrest awaiting final disposition for, must not have been found guilty of,regardless of adjudication,or entered a plea of nolo contendere or guilty to, and must not have been adjudicated delinquent and the record not have been sealed or expunged for an offense under Section 784.03,Fla. Stat.,or any similar offense of another jurisdiction relating to battery,if the victim is a vulnerable adult as defined in Section 415.102, Fla. Stat., or a patient or resident of a facility licensed under chapter 395, chapter 400, or chapter 429. The Proposer shall comply with and ensure its employees, subcontractors, and agents are in compliance with the requirements of Chapter 435, Fla. Stat., as amended, regarding background screening for all persons who are not exempt from background screenings. To demonstrate compliance with this provision, Proposer must submit the completed Criminal History Background Check Consent Form, as well as Licensure Eligibility (pursuant to Section 456.0135, Fla. Stat.) Attestation Form, as part of its response. 24 621 Tab D. Approach and Management(15 points) Respondent shall provide a narrative describing the services offered by the Consultant in order to provide evaluators with insight about the qualifications, fitness, and abilities of the Respondent. In the narrative, Respondent shall provide details on its approach and management of services. It should include, but not be limited to,descriptions of.Respondent's strategy for setting up in-person site visits to the MCFR Headquarters,fire stations,or the Training Academy(a minimum of two (2)in-person visits per year is recommended); allocation of a minimum of 24 hours of work per month in addition to the time spent fulfilling any site visit requirements is recommended; how Respondent plans to complete each of the monthly, quarterly, and annual deliverables outlined in the Scope of Services, herein; and Respondent's familiarity with and utilization of the County-approved software (ESO); and the continency plan to cover MCFR's needs in the event of Consultant's inability to provide services during an active contract term. Tab E. Staffing,Qualifications of Key Personnel and Technology(30 points) 1) The Respondent shall describe the composition and structure of the firm (sole proprietorship, corporation, limited liability company,partnership,joint venture) and include the names of all persons with an interest in the firm. 2) The Respondent shall include a list of the proposed staff that will perform the work required if awarded this contract. If applicable, an organizational chart should be included in this section. The Respondent shall also include a resume for each member of the team identifying his/her role on the team and any qualifications relevant to their role. Include in this section the location of the main office where a majority of personnel physical report.Note: It is the policy of Monroe County to provide a local preference in competitive bidding when required by the Monroe County Purchasing Policy Manual and the Monroe County Code of Ordinances, to wit: Section 2-349. The intent and justification for providing a local preference is set forth in Section 2- 349 of the Monroe County Code. 3) Respondent shall describe its use of technology which may be used for such services. List any specific hardware and software currently in use or planned for use in the delivery of services under an awarded contract. Tab F. Financial Information and Litigation (Y/N) The Respondent will provide the following information by way of completing the "Consultant Qualification Form per Subsection 2-347(h),County Code,"as provided in the mandatory forms section of the solicitation. Such information includes: 1) A list of the person's or entity's shareholders with five percent or more of the stock or, if a general partnership, a list of the general partners; or, if a limited liability company, a list of its members; or, if a solely owned proprietorship, names(s) of owner(s); 2) A list of the officers and directors of the entity; 3) The number of years the person or entity has been operating and, if different, the number of years it has been providing services as requested herein; 4) The number of years the person or entity has operated under its present name and any prior names; 5) Answers to the following questions regarding claims and suits: a. Has the person, principals, entity, or any entity previously owned, operated or directed by any of its officers, major shareholders or directors, ever failed to complete work or provide the goods for which it has contracted? Yes or No. If yes,provide details; 25 622 b. Are there any judgments, claims, arbitration proceeding or suits pending or outstanding against the person,principal of the entity,or entity,or any entity previously owned, operated or directed by any of its officers, directors, or general partners? Yes or No. If yes,provide details; c. Has the person,principal of the entity,entity,or any entity previously owned, operated or directed by any of its officers, major shareholders or directors, within the last five years,been aparty to any lawsuit,arbitration,or mediation with regard to a contract for services, goods or construction services similar to those requested in the specifications with private or public entities? Yes or No. If yes,provide details; d. Has the person, principal of the entity, or any entity previously owned, operated or directed by any of its officers, owners, partners, major shareholders or directors, ever initiated litigation against the county or been sued by the county in connection with a contract to provide services, goods or construction services? Yes or No. If yes,provide details; e. Whether, within the last five years, the owner, an officer, general partner, principal,controlling shareholder or major creditor of the person or entity was an officer, director, general partner, principal, controlling shareholder or major creditor of any other entity that failed to perform services or furnish goods similar to those sought in the request for competitive solicitation; 6) Customer references (minimum of three (3)), including name, current address and current telephone number; 7) Credit references (minimum of three (3)), including name, current address and current telephone number; an example of a credit reference could be in the form of a letter from a financial institution,such as a Bank Confirmation Letter(BCL) or other such correspondence, verifying that the Respondent has an existing account and the financial resources to provide the services identified in the Scope of Services. 8) FINANCIAL INFORMATION — SUBMIT BY SEPARATE UPLOAD. In order to determine if a proposer is responsible pursuant to Section 2-347(h), Monroe County Code of Ordinances, all proposals for contracts to be awarded under this section must contain the following information: Financial statements for the prior three (3) years for the responding entity or for any entity that is a subsidiary to the responding entity. Note: Any financial statement that an agency requires for responding to a request for bids/proposals is exempt from disclosure as a public record.Please do not submit your confidential financial information as part of your proposal. Please mark as "Confidential" to exercise exemption under Subsection 119.071(1)(c), Florida Statutes, and upload by separate upload to Bonfire to maintain confidentiality. There are separate uploads for each set of documents, including confidential financial information. However, any financial information the Contractor includes in the proposal packet,which is not marked as "Confidential", and is uploaded incorrectly, may be disclosed in any public records request and will not be treated as"Confidential." The County shall incur no liability for inadvertent disclosure of financial records that are not properly marked or submitted. Tab G. Mandatory Forms (Y/N) Respondent shall complete and execute the mandatory forms, with supporting documentation,as specified below,and shall include them in the appropriate tabbed section of the response. Failure to provide executed documents may result in Respondent being determined to be not responsive and/or not responsible: 26 623 • Consultant Qualification Statement (per subsection 2-347(h), Monroe County Code) • County Forms (& State-mandated provisions) Affidavit • Federal Forms ("Debarment Certification Regarding Debarment, Suspension, Proposed Debarment, and Other Responsibility Matters" Form, Byrd-Anti Lobbying Certification & Disclosure of Lobbying Activities Forms) • Criminal History Background Check Consent Form & Attestation of Licensure Eligibility Form • Insurance Requirements Form(incl.Release of Liability&Indemnification Statement) • Insurance Agent's Statement(signed by insurance agent) SEPARATE DOCUMENT UPLOAD: • Three (3)years of Financial Statements marked"CONFIDENTIAL" SEPARATE DOCUMENT UPLOAD: • Price Response - Proposal Form 3.3. Price Response-Proposal Form Consultant must complete a price proposal form,to submit a"Price Response,"as an essential part of any responsive submittal to this RFQ. The Price Response should be uploaded as a separate document from,but simultaneously with, the Qualifications Response. Both aspects of a response must be uploaded into the eBid system in order to be considered complete. The Price Response must state with sufficient detail how the Consultant desires to be paid for services described within the Scope of Work, herein. Proposer must demonstrate how the pricing request is consistent with current industry pricing for same or similar services. Proposer must describe in detail the manner of payment (e.g. annual lump sum broken down into monthly installments paid in arrears), and provide a detailed breakdown of the lump sum value. The detailed breakdown of the lump sum value breakdown of how the Lump Sum was calculated,including but not limited to: Direct Hourly Rates (for each class of staff, if applicable) tied to a specific total of hours per month; Projected/Estimated Travel Expenses per month; and other overhead/general out-of-packet costs per month. Any exclusions from the lump sum and add-ons to lump sum must be set for explicitly with the description of the specific services and associated prices per unit. Proposer must account for and include all sales, consumer,use, and other taxes required to be paid in accordance with the laws of the U.S. government, State of Florida, or Monroe County, Florida. Unless otherwise explicitly stated, the lump sum price will be deemed to include all labor, materials, equipment, insurance, licensing, and travel/lodging necessary to complete the Scope of Work set forth in the RFQ. 27 624 PART 5—EVALUATION OF SUBMISSIONS & CONTRACT NEGOTIATIONS 1. Selection Committee Meeting(s) Following the receipt of Responses,a Selection Committee appointed by the County Administrator and/or Fire Chief, will meet during a publicly noticed meeting to review and evaluate the Qualifications Responses based on the criteria herein. Qualifications Responses received by the specified deadline will be reviewed by the Selection Committee for content, completeness, qualifications, experience, and conformance with the specifications stated herein. The Selection Committee will rank the Consultants in order with the first being the most qualified, in arriving at such ranking the Selection Committee may conduct interviews and/or request presentations. However,the County reserves the right to complete the selection process without proceeding to an interview phase, and may choose to rank Consultants based upon the information supplied in the Qualifications Responses. Should the County require interviews,the Consultants will be notified a minimum of seven(7) days in advance of such interviews. Respondents may be asked to sit for an interview and make a detailed presentation of their qualifications and services to the Selection Committee at a duly-noticed public meeting. 2. Ranking After interviews, if applicable, the Respondents will be assigned a final score, with the highest- qualified Respondent ranked first, and so on. The County will request permission at a duly-noticed public meeting of the BOCC to negotiate the price for services using the highest-ranked Respondent's Price Response submittal as the Respondent's starting or initial offer to the County. Upon successful negotiation of pricing and contract terms, a recommendation for award of a contract will be considered by the BOCC at its next duly-noticed public meeting,or soon thereafter. No work performed pursuant to a contract will proceed without written authorization issued in the form of a Notice to Proceed or Notice of Commencement by the Fire Chief of Monroe County Fire Rescue. 3. Negotiations If granted permission from the BOCC, the County reserves the right to enter into contract negotiations with the highest-ranked Respondent.If the County and the highest-ranked Respondent cannot successfully negotiate a contract in good faith within a reasonable amount of time, the County, in its sole discretion, may terminate such negotiations and begin negotiations with the second-highest ranked Respondent, and so on. The same negotiations procedure may continue in like manner until a contract is negotiated to the satisfaction of the parties and ready to present to the BOCC for review and ultimate approval. The County shall be the final authority in the award of the contract. No Respondent shall have any rights against Monroe County arising from such negotiations. The signed Price Response submitted as part of the Consultant's proposal is considered an initial offer on the part of the Consultant. During negotiations, such offer shall be considered by the County along with all Price Responses from all Consultants having submitted responses to the County. 4. Rights Reserved to BOCC Responses that contain modifications, are incomplete, unbalanced, conditional, obscure, or that contain irregularities of any kind, or that do not comply in every respect with the RFQ, may be rejected at the option of the County. The BOCC reserves the right to reject any and all responses, and to waive technical errors and irregularities as may be deemed best for the interests of the County. Please note that a Response may be rejected as non-conforming, non-responsive or the Responder may be deemed not responsible in which case the number of points will become irrelevant to the final selection. 28 625 5. Tabbed Sections The Respondent must adhere to the instructions in this RFQ in preparing and submitting this response.Please note that a certain Tab(s) may not have a point value; however, failing to answer the required questions or include the required documents and forms shall be grounds for rejection of the Response. The Tabbed sections will be given the following maximum point values used by the Selection Committee to score and evaluate Respondent: EVALUATION DESCRIPTION MAXIMUM CRITERIA POINTS Tab A Executive Summary 5 Tab B Relevant Experience and References for 45 Similar Services Tab C Criminal History Background Check Consent 5 Form,as well as Licensure Eligibility(pursuant to Section 456.0135, Fla. Stat.) Attestation Form Tab D Approach and Management Narrative 15 Tab E Staffing, Qualifications of Key Personnel and 30 Technology Tab F Financial Information and Litigation Y/N Tab G Completion of Mandatory Forms Y/N Total Possible Points 100 6. Best Interests of the County The County shall be the sole judge of its own best interest and the resulting negotiated agreement. In all instances,the County's decision will be final.The respondent understands that this RFQ does not constitute an agreement or a contract with the County.An official contract,or agreement,is not binding until the submission is reviewed and accepted by the County Commission and by all parties. This RFQ is intended as the means to identify these highly qualified Consultants. The County anticipates entering into a contract for Medical Director services based on the criteria set forth herein to the respondent who submits the highest qualifications as judged by the County, at a competitive and most advantageous price point for Monroe County residents. The Commission's decision shall be final. To the extent any conflicts arise within the RFQ and other documentation related to this solicitation,the term or condition that best serves the interests of Monroe County, as determined by the BOCC, shall prevail. 7. Execution of Contract The Sample Agreement attached hereto shall be the substantive agreement formed between the awarded Consultant and Monroe County, subject to minor alternations, as needed. The Consultant to whom a contract is recommended for award shall be required to return to the County one (1) executed original of the prescribed contract, upon consent and approval of the County Attorney, together with the required certificates of insurance, and proof of any additional required licenses not previously provided, within fifteen (15) days from the date of notice of intended award of the Consultant's proposal. 29 626 PART 6—REQUIRED FORMS CHECKLIST ACKNOWLEDGEMENT Proposer, states by its check mark in the blank beside the form and by its authorized representative's signature that it has provided the following forms: I Qualifications Response (tabbed per each criterion) 2 Consultant Qualification Statement(per subsection 2-347(h), Monroe County Code) 3 County Forms (& State-mandated provisions) Affidavit 4 Federal Forms ("Debarment Certification Regarding Debarment, Suspension,Proposed Debarment, and Other Responsibility Matters"Form, and the Byrd-Anti Lobbying Certification &Disclosure of Lobbying Activities Forms) 5 Criminal History Background Check Consent Form, and Licensure Eligibility(pursuant to Section 456.0135,Fla. Stat.) Attestation Form 6 Insurance Requirements Form(incl.Release of Liability & Indemnification Statement) 7 Insurance Agent's Statement(signed by insurance agent) 8 SEPARATE DOCUMENT UPLOAD: Three (3)years of Financial Statements marked"CONFIDENTIAL" 9 SEPARATE DOCUMENT UPLOAD: Price Response - Proposal Form Company FEIN: Company Name: D/B/A (if applicable) Company Ownership: Years in Business: Company Address: Company Phone Number: Fax: Company Web Address: Number of Employees: Company E-mail: Management Person Responsible for Direct Contact to County and Services required for this RFQ: Name: Title: Phone Number: Email Address: The physical business address must be registered as its principal place of business with the Florida Department of State for at least one (1)year prior to the notice of request for bid or proposal. Date: Signed: (Signature of Authorized Representative) (Name & Title) 30 627 CONSULTANT'S QUALIFICATION STATEMENT Section 2-347(h),Monroe County Code of Ordinances The undersigned certifies under oath the truth and correctness of all statements and of all answers to questions made hereinafter: SUBMITTED TO: MONROE COUNTY c/o BOARD OF COUNTY COMMISSIONERS 1100 SIMONTON STREET, KEY WEST, FLORIDA 33040 Check One Submitted By: ❑ Corporation Name: ❑ Partnership Address: ❑ Individual City, State, Zip ❑ Other Telephone No. Fax No. 1. State the true, exact, correct and complete name of the partnership, corporation, trade or fictitious name under which you do business and the address of the principal place of business. The correct name of the Consultant is: The address of the principal place of business is: 2. Provide a list of the officers and directors of the entity: If Consultant is a corporation, answer the following-- a. Date of Incorporation: b. State of Incorporation: C. President's Name: d. Vice President's Name: e. Secretary's Name: f. Treasurer's Name: g. Name and Address of Resident Agent: If Consultant is an individual or a partnership, answer the following-- a. Date of Organization: b. Name, Address and Ownership Units of all Partners/Officers/Directors: 31 628 C. State whether general or limited partnership: 3. If Consultant is operating under a fictitious name, submit evidence of compliance with the Florida Fictitious Name Statute. 4. Provide a list of the person's or entity's shareholders with five percent(5%)or more of the stock or, if a general partnership, a list of the general partners; or, if a limited liability company, a list of its members; or,if a solely owned proprietorship,names(s) of owner(s): 5. Provide the number of years the person or entity has been operating and, if different, the number of years it has been providing the services, goods, or construction services called for in the bid specifications (include a list of similar projects): a. List the number of years and under what other names has your organization operated? 6. Indicate registration, license numbers or certificate numbers for the businesses or professions, which are the subject of this RFQ. Please attach certificate of competency and/or state registration. 7. Has the person,principals, entity, or any entity previously owned, operated or directed by any of its officers, major shareholders or directors, ever failed to complete work or provide the goods for which it has contracted? YES ❑ NO If yes,provide details. 8. Are there any judgments, claims, arbitration proceeding or suits pending or outstanding against the person, principal of the entity, or entity, or any entity previously owned, operated or directed by any of its officers,directors, or general partners? YES ❑ NO If yes,provide details. 9. Has the person,principal of the entity, entity,or any entity previously owned, operated or directed by any of its officers,major shareholders or directors,within the last five (5)years,been a party to any lawsuit, arbitration, or mediation with regard to a contract for services, goods or construction services similar to those requested in the specifications with private or public entities? YES ❑ NO 32 629 If yes,provide details. 10. Has the person,principal of the entity,or any entity previously owned, operated or directed by any of its officers,owners,partners,major shareholders or directors, ever initiated litigation against the county or been sued by the county in connection with a contract to provide services, goods or construction services? YES ❑ NO ❑ If yes,provide details. I I. Whether,within the last five (5)years,the owner, an officer,general partner,principal, controlling shareholder or major creditor of the person or entity was an officer, director, general partner, principal, controlling shareholder or major creditor of any other entity that failed to perform services or furnish goods similar to those sought in the request for competitive solicitation. YES ❑ NO ❑ If yes,provide details. 12. State the name and address of the attorney,if any,for the business of the Consultant: 13. Customer references(minimum of three(3)),including name,current address and current telephone number: 14. Credit references (minimum of three (3)), including name, current address and current telephone number: 15. CERTIFICATION OF SEPARATE CONFIDENTIAL UPLOAD: Financial statements for the prior three(3)years for the responding entity or for any entity that is a subsidiary to the responding entity: Confirm separate upload: YES NO 16. Any financial information requested by the county department involved in the competitive solicitation,related to the financial qualifications,technical competence,the ability to satisfactorily perform within the contract time constraints, or other information the department deems necessary to enable the department and board of county commissioners to determine if the person responding is responsible. 33 630 Confirm your understanding of the County's ability to request additional information: YES NO The Consultant acknowledges and understands that the information contained in response to this Qualification Statement shall be relied upon by County in awarding the contract and such information is warranted by Consultant to be true. The discovery of any omission or misstatement that materially affects the Consultant's qualifications to perform under the contract shall cause the County to reject the proposal, and,if after the award, to cancel and terminate the award and/or contract. Consultant's Signature Date State of: County o£ I HEREBY CERTIFY The foregoing instrument was sworn to or affirmed before me by means of ❑ physical presence or ❑ online notarization, this day of 2025, by (name of person) as (type of authority, e.g. officer, trustee, attorney in fact) for (name of parry on behalf of whom instrument was executed). WITNESS my hand and official seal. NOTARY PUBLIC, STATE OF FLORIDA NOTARY PUBLIC SEAL OF OFFICE: (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) 34 631 COUNTY FORMS (& STATE-MANDATED PROVISIONS) AFFIDAVIT By signing this Affidavit, CONTRACTOR has sworn or affirmed to the following requirements as set forth below: Public Entity Crime Statement Pursuant to Section 287.133(2)(a), Florida Statutes, as amended from time to time, Contractor hereby certifies and attests that neither it nor its affiliate(s) have been placed on the convicted vendor list following a conviction for a public entity crime.If placed on that list,Contractor must notify the County immediately and is prohibited from providing any goods or services to a public entity; may not submit a bid/proposal on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids/proposals 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 in excess of the threshold amount provided in Section 287.017, Florida Statutes., as amended from time to time, for Category TWO ($35,000) as may be amended, for a period of thirty-six (36) months from the date of being placed on the convicted vendor list. Contractor hereby acknowledges its immediate and ongoing obligation to notify the County if it is placed on the convicted vendor list. Discriminatory Vendor List Contractor hereby acknowledges its continuous duty to disclose to the County if the Contractor or any of its affiliates,as defined by Section 287.134(1)(a),Florida Statutes,are placed on the Discriminatory Vendor List. Pursuant to Section 287.134(2)(a),Florida Statutes: "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." Foreign Gifts and Contracts Contractor hereby acknowledges and agrees it must comply with any applicable disclosure requirements in Section 286.101,Florida Statutes.Pursuant to Section 286.101(7)(b),Florida Statutes: "In addition to any fine assessed under [§ 286.101(7)(a), Florida Statutes], a final order determining a third or subsequent violation by an entity other than a state agency or political subdivision must automatically disqualify the entity from eligibility for any grant or contract funded by a state agency or any political subdivision until such ineligibility is lifted by the Administration Commission [Governor and Cabinet per §14.202, Florida Statutes] for good cause." Ethics Clause pursuant to Monroe County Ordinance No. 010-1990 By signing this Affidavit, the CONTRACTOR warrants that he/she/it has not employed, retained or otherwise had act on his/her/its behalf any former County officer or employee in violation of Section 2-149, Monroe County Code of Ordinances or any County officer or employee in violation of Section 2-150,Monroe County Code of Ordinances. For breach or violation of this provision the County may, in its discretion,terminate this Agreement without liability and may also,in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage,gift,or consideration paid to the former County officer or employee pursuant to Subsection 2-152(b), Monroe County Code of Ordinances. 35 632 Drug-Free Workplace CONTRACTOR in accordance with Section 287.087, Florida Statutes, hereby certifies that CONTRACTOR shall: 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business' policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs,and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid,the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to,any violation of Chapter 893 (Florida Statutes)or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five(5) days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community,or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. The person authorized to sign this Affidavit certifies that CONTRACTOR complies fully with the above requirements. Vendor Certification Regarding Scrutinized Companies Lists CONTRACTOR agrees and certifies compliance with the following: 1. Section 287.135,Florida Statutes prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of any amount if, at the time of contracting or renewal, the company is on the Scrutinized Companies that Boycott Israel List,created pursuant to Section 215.4725,Florida Statutes,or is engaged in a Boycott of Israel. Section 287.135, Florida Statutes, also prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of$1,000,000 or more, that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Terrorism Sectors Lists which were created pursuant to s. 215.473, Florida Statutes, or is engaged in business operations in Cuba or Syria. 2. As the person authorized to sign on behalf of CONTRACTOR, I hereby certify that the company identified above as "CONTRACTOR" is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for Projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List,the Scrutinized Companies with Activities in the Iran Terrorism Sectors List,or engaged in business operations in Cuba or Syria. 3. I understand that pursuant to Section 287.135, Florida Statutes, the submission of a false certification may subject company to civil penalties, attorney's fees, and/or costs. I further understand that any contract with the County may be terminated, at the option of the County, if the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with 36 633 Activities in the Iran Terrorism Sectors List orbeen engaged in businessoperations inCuboor Sv�a. Note: The List are uvo |ob|c at the following of Management Services Site: http://www.dms.myflorida.com/business operations/state purchasing/vendor information/convicted susnended discriminLgry_complaints vendor lists Non-Collusion Affidavit CONTRACTOR bysigning this Affidavit, according nn law onng' oath, and under penalty of perjury, depose and say that the personsigning on behalf of the firm of CONTRACTOR, the bidder making the Proposal for the projectdescribed in the Scope ofWork, and that lexecuted the said proposal with full authority to do so; the prices in this bid have been arrived at independently without collusion, communication or agreement for the purpose restnicting competition, as to any matter relatingto such priceswith any other bidder or with any unless otherwise required hvlaw, the swddcbbovcbccn quoted in this bid have not been knowingly disclosed hv the bidder and will not knowingly be disclosed by the bidder priornn }id opening, directly or indirectly,to any other bidder ornn any competitor; mndnouttcmptbosbccnmodcorniUbcmodchvfhc}iddcrnnhnduccony other person,partnership or corporationto submit,or not to submit, obid for the purpose ofrestricting competition; the statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth ofthe statements contained inthis affidavit in awarding contracts for said project. Compliance with Forei2n Countries of Concern pursuant to Section 287.138, F.S. Beginning January |,2025,the County must not extend orrenew any contract that grants access to on individuo|`s personal identifying information unless the Contractor provides the County with on affidavit signed by an authorized representative of the Contractor, under penalty of perjury, attesting that the Contractor does not rucct any of the criteria in m'hnorogr»nhs /2V»)-(c) of Section 287.138, Florida Statutes, as may be amended. The below box must be completed to satisfy this requirement. Violations of this Section will result in termination of any forthcoming agreement and may result in administrative sanctions and penalties by the Office of the Attorney General of the State of Florida. is not owned by the government of a Foreign Country of Concern, is not organized under the laws of nor has its Principal Place of Business in a Foreign Country of Concern,and the government of a Foreign Country of Concern does not have a Controlling Interest in the entity. Under penalties of perjury, I declare that I have read the foregoing statement and that the facts stated in it are true. Pn*nted Name: Title: Signature: Date: Effective January |, 2O2|,public and privateemployers, contractors and subcontractors must require registration with, and use of the E-verify system in order to verify the work authorization status of all ncw|Y hired cnp|oYccs. Contractor acknowledges and ogTccs to utilize the U.S. Department of Homeland Scmhty`sB-Vchfy System toverify the employment eligibility ofo)AU persons employed by Contractor to perform employment duties within Florida during the tcnu of the contract; and b)A|| persons(including subvendors/subconsultants/subcontractors)assigned by Contractor to perform work pursuant to the contract with the County. The Contractor acknowledges and agrees that use of the U.S. 37 634 Department of Homeland Security's E-Verify System during the term of the contract is a condition of the contract with the County. By executing this Affidavit,CONTRACTOR becomes obligated to comply with the provisions of Section 448.095, Florida Statutes, "Employment Eligibility," as amended from time to time. This includes,but is not limited to,utilization of the E-Verify System to verify the work authorization status of all newly hired employees, and requiring all subcontractors to provide an affidavit to Contractor attesting that the subcontractor does not employ, contract with, or subcontract with, an unauthorized alien. Contractor agrees to maintain a copy of such affidavit for the duration of this Agreement.Failure to comply with this paragraph will result in the termination of this Agreement as provided in Section 448.095, Florida Statutes, as amended, and Contractor may not be awarded a public contract for at least one(1)year after the date on which the Agreement was terminated. Contractor will also be liable for any additional costs to County incurred as a result of the termination of this Agreement in accordance with this Section. Antitrust Violations; Denial or Revocation under Section 287.137,F.S. Pursuant to Section 287.137, Florida Statutes, as may be amended, a person or an affiliate who has been placed on the antitrust violator vendor list(electronically published and updated quarterly by the State of Florida) following a conviction or being held civilly liable for an antitrust violation may not submit a bid,proposal,or reply for any new contract to provide any goods or services to a public entity; may not submit a bid,proposal, or reply for a new contract with a public entity for the construction or repair of a public building or public work; may not submit a bid, proposal, or reply on new leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a new contract with a public entity; and may not transact new business with a public entity. By entering this Agreement, Contractor certifies neither it nor its affiliate(s) are on the antitrust violator vendor list at the time of entering this Agreement. False certification under this paragraph or being subsequently added to that list will result in termination of any Agreement, at the option of the County consistent with Section 287.137, Florida Statutes, as amended. Noncoercive Conduct for Labor or Services As a nongovernmental entity submitting a proposal, executing,renewing, or extending a contract with a government entity, Contractor is required to provide an affidavit under penalty of perjury attesting that Contractor does not use coercion for labor or services in accordance with Section 787.06, Florida Statutes. As an authorized representative of Contractor, I certify under penalties of perjury that Contractor does not use coercion for labor or services as prohibited by Section 787.06, Fla. Stat. Additionally, Contractor has reviewed Section 787.06, Fla. Stat., and agrees to abide by same. County Suspended Vendor List The eligibility of persons to bid for an award of County contract(s), or enter into a contract, may be suspended pursuant to Sec.2-347(l)of the Monroe County Code of Ordinances.In the event an eligible person is suspended by the County after the contract is awarded,or a suspended person is employed to perform work (e.g. subcontractor in a bid or contract) pursuant to a County contract, same shall constitute a material breach of the contract. The County, in its sole discretion, may terminate the contract with no further liability to the contractor beyond payment of the portion of the contract price that may be due for work satisfactorily completed up to the date of termination, and hereby reserves all other rights and remedies available at law or in equity.By signing this Affidavit,Contractor certifies that he/she/it is not a County-suspended vendor pursuant to Sec. 2-347(1), Monroe County Code. 38 635 UNDER PENALTIES OF PERJURY,I DECLARE THAT I HAVE READ THE FOREGOING REQUIRED AFFIDAVIT CONTAINING THE ABOVE SWORN ATTESTATIONS AND THAT THE FACTS STATED HEREIN ARE TRUE. (Signature of Authorized Representative of Contractor) (Date) STATE OF COUNTY OF I HEREBY CERTIFY The foregoing instrument was sworn to or affirmed before me by means of ❑ physical presence or ❑ online notarization, this day of 2025, by (name of person) as (type of authority, e.g. officer, trustee, attorney in fact) for (name of parry on behalf of whom instrument was executed). WITNESS my hand and official seal. NOTARY PUBLIC, STATE OF NOTARY PUBLIC FLORIDA SEAL OF OFFICE: (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) 39 636 Certification Regarding Debarment, Suspension, Proposed Debarment, and Other Responsibility Matters The undersigned certifies, to the best of its knowledge and belief, that: (i) The undersigned and/or any of its Principals - (A) Are ( ) are not ( ) presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency; (B) Have ( ) have not ( ), within a 3-year period preceding this certification, 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) contract or subcontract; violation of Federal or state antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; and (C) Are ( ) are not( )presently indicted for, or otherwise criminally or civilly charged by a governmental entity with, commission of any of the offenses enumerated above. (ii) The undersigned has ( ) has not( ), within a 3-year period preceding this certification, had one or more contracts terminated for default by any Federal agency. "Principals,"for the purposes of this certification, means officers; directors; owners;partners; and persons having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a subsidiary, division, or business segment, and similar positions). This certification concerns a matter within the jurisdiction of an agency of the United States and the making of a false, fictitious, or fraudulent certification may render the undersigned subject to prosecution under section 1001, title 18, United States Code. The undersigned shall provide immediate written notice to the Contracting Officer if, at any time prior to the contract award or after, the undersigned learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. (Name of Company) By: (Signature) (Name and Title of Signatory) Date signed: 40 637 BYRD-ANTI LOBBYING CERTIFICATION APPENDIX A,44 C.F.R.PART 18—CERTIFICATION REGARDING LOBBYING (To be submitted with each bid or offer exceeding $100,000) Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief,that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of 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 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. 2. 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 employee of Congress, or an employee of a Member of Congress in connection with this Federal contract,grant,loan, or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying,"in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Contractor, , certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure,if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. Chap. 38, Administrative Remedies for False Claims and Statements, apply to this certification and disclosure,if any. Signature of Contractor's Authorized Official Name and Title of Contractor's Authorized Official Date 41 638 INSTRUCTIONS FOR COMPLETION OF SF-LLL, DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity,whether subawardee or prime Federal recipient, at the initiation or receipt of a covered Federal action,or a material change to a previous filing,pursuant to title 31 U.S.C.section 1352.The filing of a form is required for each payment or agreement to make payment to any lobbying entity for influencing or attempting to influence an officer or employee of any agency,a Member of Congress,an officer or employee of Congress,or an employee of a Member of Congress in connection with a covered Federal action.Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information. 1. Identify the type of covered Federal action for which lobbying activity is and/or has been secured to influence the outcome of a covered Federal action. 2. Identify the status of the covered Federal action. 3. Identify the appropriate classification of this report. If this is a follow up report caused by a material change to the information previously reported,enter the year and quarter in which the change occurred. Enter the date of the last previously submitted reportby this reporting entity for this covered Federal action. 4. Enter the full name,address,city,State and zip code of the reporting entity.Include Congressional District, if known. Check the appropriate classification of the reporting entity that designates if it is,or expects to be,a prime or subaward recipient.Identify the tier of the subawardee,e.g.,the first subawardee of the prime is the 1 st tier. Subawards include but are not limited to subcontracts,subgrants and contract awards under grants. 5. If the organization filing the report in item 4 checks"Subawardee,"then enter the full name,address,city,State and zip code of the prime Federal recipient.Include Congressional District,if known. 6. Enter the name of the Federal agency making the award or loan commitment.Include at least one organizational level below agency name,if known.For example,Department of Transportation,United States Coast Guard. 7. Enter the Federal program name or description for the covered Federal action(item 1).If known,enter the full Catalog of Federal Domestic Assistance(CFDA)number for grants,cooperative agreements,loans,and loan commitments. 8. Enter the most appropriate Federal identifying number available for the Federal action identified in item 1 (e.g., Request for Proposal(RFP) number; Invitation for Bid (IFB) number; grant announcement number; the contract, grant, or loan award number; the application/proposal control number assigned by the Federal agency). Include prefixes,e.g.,"RFP-DE-90-001." 9. For a covered Federal action where there has been an award or loan commitment by the Federal agency,enter the Federal amount of the award/loan commitment for the prime entity identified in item 4 or 5. 10. (a)Enter the full name,address,city,State and zip code of the lobbying registrant under the Lobbying Disclosure Act of 1995 engaged by the reporting entity identified in item 4 to influence the covered Federal action. (b)Enter the full names of the individual(s)performing services,and include full address if different from 10(a).Enter Last Name,First Name,and Middle Initial(MI). 11. The certifying official shall sign and date the form,print his/her name,title,and telephone number. According to the Paperwork Reduction Act,as amended,no persons are required to respond to a collection of information unless it displays a valid OMB Control Number.The valid OMB control number for this information collection is OMB No.0348-0046.Public reporting burden for this collection of information is estimated to average 10 minutes per response,including time for reviewing instructions,searching existing data sources,gathering and maintaining the data needed,and completing and reviewing the collection of information.Send comments regarding the burden estimate or any other aspect of this collection of information,including suggestions for reducing this burden,to the Office of Management and Budget,Paperwork Reduction Project(0348-0046),Washington,DC 20503. 42 639 DISCLOSURE OF LOBBYING AC'nVITIES Approved i-,Pj OMB Comp I e4e,this formi to 11011111[sclose..... ,iolabying a ctiivities pursui a nt to 31 U.S.C. 1352 034E-0046 .................................(Selo reverse for public 11Durrden disclosuire.) 1. Type of Federal Action: 2. Status of IFederell Acfllon: I Report Type:: a. i nifial filling �ID. mateiial change lb. grant b. hiffial awaird LI a. contrad a. b,i,d,toffeirtal�),pliilcati'�oin c. cooperative agrelenient c. post-award For 1Materitat hangle Only: d. 110 a n year q LIZ rteir e. ljoan guaraintee date of last ire.lport f. loan inSLIrance 4. Narneain,d Address of Reporting Entity: 5. If Repicirtiliii,gi Einlity !in No-4 isa SUbiawairdee, Enter Nairne ❑ P'riime Sultmwardee and Address of Prime: Tiler if kno.xa..- ...................................... Congressional Distriict, if kt..?awr... Congressional District, if kn..gy........... 6. Feiderall Dep,artinentlAgency: T. Feiderall Program Narnie/Diescriptioinr. CFIB IllLEmber, if-a P F ede ra 11 Aic ti on NI Li m heir, jQn.g.k.y.n..... 9. Awaird Arnount, if,kngwri ........................... .......................... 10., a., Name and Address of Lobbyliin, IRe¢gistrainit b. Indiviliduals Peirformling Services (0cluding address if (if dncdrvicdua, , last name. first narne, AJ.Ll: different From No. ligq:.) ........... ....: (�astname, first nanm�, Mf): I 1f. IrrNrrnruliraru mqLa ainl flimugh ffifii famn:l auflmizwd by filiv. 31 US C %ec.vjn Signature: 35,2 7hfir &mlu%ure ad kAjibying wliv& � lwa as lmwvpr :A ba upurl vAkh le tiro nce ww plmed I ff'k.!flur Axwe wher:11ds trarmaclion ow nuvAr. �Pirint Name: Ur Mjjb,jrFj jjjf,, JJjfir j:w 1.EXIPh -A �l� re v 91 U S C 1352 1 h�� RI:1,w igmwff d W*.h'u cu.vm— .mniu 1'.W 1'rr 'r"'lAk�f pubfic in""pecriar, Any pvrmnn whD fj%h�,j@ Mr. the ieqAired divk�wrv. as IJr. �wbrmr In a„r'd pmn"Ally ch na Iv.�tlig$H'Y NO m a i-vare ffian:51000DO km each%xil:fillure Telielphoine No.: Dade:: ...... .......... ............. ............................... Federal Use Only: Zil"'of"i'z' c a']I'R"e p rio-d"I'd GiiG'n............... Standard Farmi LIL(Rev.7-97) 43 640 CONSENT TO CRIMINAL HISTORY BACKGROUND CHECK Please be aware, a Criminal History Background Check will be run on you pursuant to the terms and conditions of this solicitation. Should any negative/derogatory information be reported,the County will assign such information its due weight in assessing your qualifications. If a contract for services is formed between you and the County, the County may request a Criminal History Background Check (for contracted services/employment purposes) at any time during the term/tenure of your contract for services/employment. I have read the above statement and understand it completely, and I voluntarily agree to it. Consultant's Signature Date Consultant's Printed Name LICENSURE ELIGIBILITY ATTESTATION FORM (PURSUANT TO SECTION 456.0135, FLA. STAT.) Please initial next to each statement below to indicate its truthfulness: I am familiar with Chapter 2024-243, Laws of Florida, and acknowledge the recent changes in the law regarding initial and renewal licensure requirements that will impact certain health care professions (see generally Section 456.0135,Fla. Stat.). Circle One: My license to deliver services solicited by this solicitation [ may / will not ] be negatively impacted by the new law. If"may"was selected,please explain: I acknowledge that I have an ongoing obligation to immediately notify the County if anything changes with regard to my representations here. I have read the above statement and understand it completely, and I voluntarily agree to it. Consultant's Signature Date Consultant's Printed Name 44 641 INSURANCE REQUIREMENTS AND FORMS MONROE COUNTY,FLORIDA RISK MANAGEMENT POLICY AND PROCEDURES General Insurance Requirements for Contractors and Subcontractors As a pre-requisite of the work and services governed, or the goods supplied under this contract(including the pre-staging of personnel and material),the Contractor shall obtain,at his/her/its own expense,insurance as specified in the attached schedules,which are made part of this contract. The Contractor will ensure that the insurance obtained will extend protection to all Sub-Contractors engaged by the Contractor. Alternatively,the Contractor may require all Subcontractors to obtain insurance consistent with the attached schedules. The Contractor will not be permitted to commence work governed by this contract(including pre-staging of personnel and material) until satisfactory evidence of the required insurance has been furnished to the County as specified below. Delays in the commencement of work, resulting from the failure of the Contractor to provide satisfactory evidence of the required insurance, shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work commenced on the specified date and time, except for the Contractor's failure to provide satisfactory evidence. The Contractor shall maintain the required insurance throughout the entire term of this contract and any extensions specified in any attached schedules. Failure to comply with this provision may result in the immediate suspension of all work until the required insurance has been reinstated or replaced. Delays in the completion of work resulting from the failure of the Contractor to maintain the required insurance shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work had not been suspended, except for the Contractor's failure to maintain the required insurance. The Contractor will be held responsible for all deductibles and self-insured retentions that may be contained in the Contractor's Insurance policies. The Contractor shall provide, to the County, as satisfactory evidence of the required insurance, either: • Certificate of Insurance, or • A Certified copy of the actual insurance policy. The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this contract. All insurance policies must specify that they are not subject to cancellation,non-renewal,material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the County by the insurer. The acceptance and/or approval of the Contractor's insurance shall not be construed as relieving the Contractor from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners,its employees and officials, 1100 Simonton Street, Key West, Florida 33040, will be included as "Additional Insured" on all policies, except for Workers' Compensation. 45 642 Any deviations from these General Insurance Requirements must be requested in writing on the County prepared form entitled "Request for Waiver of Insurance Requirements" and approved by Monroe County Risk Management. Contractor shall obtain and maintain at its own expense the insurance coverages listed within this paragraph prior to commencing service under this Agreement. All insurance requirements provided for in this Agreement shall be subject to annual review. Depending on the extent of contractual obligations incurred by the Contractor, the below insurances will be required. Insurances can be altered via written waiver by County's Risk Manager, if required. The Contractor must keep in full force and effect the insurance described during the term of this Agreement. If the insurance policies originally purchased that meet the requirements are canceled, terminated, or reduced in coverage, then the Contractor must immediately substitute complying policies so that no gap in coverage occurs. Copies of current policy certificates shall be filed with the Monroe County Risk Department or MCFR whenever acquired,amended, and annually during the term of this Agreement. Prior to execution of this Agreement, Contractor shall furnish the County Certificates of Insurance indicating the minimum coverage limitations in the following amounts: a) WORKERS COMPENSATION AND EMPLOYER'S LIABILTIY INSURANCE. Where applicable, coverage to apply for all employees at the minimum statutory limits as required by Florida Law, and Employee's Liability coverage in the amount of$1,000,000.00 bodily injury by accident, $1,000,000.00 bodily injury by disease, policy limits, and $1,000,000.00 bodily injury by disease, each employee. b) COMPREHENSIVE AUTOMOBILE VEHICLE LIABILITY INSURANCE. Motor vehicle liability insurance, including applicable no-fault coverage, with limits of liability of not less than $300,000.00 per occurrence, combined single limit for Bodily Injury Liability and Property Damage Liability. If single limits are provided, the minimum acceptable limits are $200,000.00 per person, $300,000.00 per occurrence,and$200,000.00 property damage. Coverage shall include all owned vehicles, all non-owned vehicles, and all hired vehicles. c) COMMERCIAL GENERAL LIABILITY. Commercial general liability coverage with limits of liability of not less than $1,000,000.00 per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Such coverage must include,as a minimum:Premises Operations, Products and Completed Operations, Blanket Contractual Liability, and Personal Injury Liability. An Occurrence Form policy is preferred.If coverage is provided on a Claims Made policy,its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve(12)months following the acceptance of work by the County. d) PROFESSIONAL LIABILITY/ERRORS AND OMISSIONS COVERAGE.Evidence of Professional Liability insurance with, at a minimum of$1,000,000.00 per occurrence, and $2,000,000.00 in the aggregate. "Claims-Made"forms are acceptable for Professional Liability insurance. Coverage shall include all claims arising out of the Consultant's operations or premises, any person directly or indirectly employed by the Consultant, and the Consultant's obligations under indemnification under this contract. Consultant acknowledges that the County is relying on the competence of the Consultant as a Medical Director to Monroe County Fire Rescue. e) CERTIFICATES OF INSURANCE. Original Certificates of Insurance shall be provided to the County at the time of execution of this Agreement and certified copies provided if requested. The underwriter of such insurance shall be qualified to do business in the State of Florida. The insurance coverage shall be primary insurance with respect to the County, its officials, employees, agents, and volunteers. Failure of Contractor to comply with the insurance requirements of this section shall be cause for immediate termination of this Agreement. MONROE COUNTY BOARD OF COUNTY COMMISSIONERS, 1100 SIMONTON STREET, KEY WEST, FLORIDA 33040, MUST BE NAMED AS ADDITIONAL INSURED AND CERTIFICATE HOLDER ON ALL POLICIES EXCEPT WORKER'S COMPENSATION. 46 643 In the event that the Contractor subcontracts any or all of the work in this project to any third party, the Contractor specifically agrees to identify the County as an additional insured on all insurance policies required by the County. In addition, the Contractor specifically agrees that all agreements or contracts of any nature with his subcontractors shall include the County as additional insured. INDEMNIFICATION& RELEASE OF LIABILITY Notwithstanding any minimum insurance requirements prescribed elsewhere in this solicitation,Consultant shall defend, indemnify, and hold harmless the COUNTY, and the COUNTY's elected and appointed officers and employees, from and against (1) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and(iii) any costs or expenses that may be asserted against,initiated with respect to,or sustained by, any indemnified party by reason of,or in connection with: (A)any activity of Consultant or any of its employees,agents,contractors or other invitees during the solicitation process and any ensuing agreement, (B) the negligence or recklessness, intentional wrongful misconduct, errors or other wrongful act or omission of Consultant or any of its employees, agents, sub-contractors or other invitees,or(C) Consultant's default in respect of any of the obligations that it undertakes during the solicitation process and under the term of any ensuing agreement, except to the extent the claims, actions, causes of action, litigation,proceedings, costs or expenses arise solely from the intentional or negligent acts or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than Consultant). Nothing contained herein is intended, nor may be construed, to waive County's rights and immunities under the common law or Section 768.28, Florida Statutes, as amended from time to time;nor will anything included herein be construed as consent to be sued by any third parties in any matter arising out of this solicitation or ensuing agreement. To the extent considered necessary by the Contract Administrator, any sums due Consultant under an ensuing agreement may be retained by the County until all of the County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld is not subject to payment of interest by the County. Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during or after the term of an ensuing agreement, and the rights and immunities reserved to the County,this section will survive the expiration of the term of the ensuing agreement or any earlier termination of same. PROPOSER'S STATEMENT I understand the insurance that will be mandatory if awarded the contract and will comply in full with all of the requirements herein. I fully accept the indemnification and hold harmless and duty to defend as set out in this proposal. PROPOSER Signature Date 47 644 RFQ NO. INSURANCE AGENT'S STATEMENT I have reviewed the above requirements with the proposer named above. The following deductibles apply to the corresponding policy. POLICY DEDUCTIBLES Liability policies are Occurrence Claims Made Insurance Agency Signature Date 48 645 RFQ NO. PRICE RESPONSE PROPOSAL FORM BID TO: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS 1100 SIMONTON STREET KEY WEST, FLORIDA 33040 The undersigned, having carefully examined the work, specifications, RFQ documents, and addenda thereto, and other Contract Documents for the services of. MEDICAL DIRECTOR SERVICES FOR MONROE COUNTY FIRE RESCUE, MONROE COUNTY, FLORIDA and having become familiar with all local conditions including labor affecting the cost thereof, and having familiarized himself/herself/itself with material availability, Federal, State, and Local laws, ordinances, rules and regulations affecting performance of the work, does hereby propose to furnish all labor, mechanics, superintendents,tools,material,equipment,transportation services,and all incidentals necessary to perform and complete said work and work incidental hereto, in a workman-like manner, in conformance with specifications, and other contract documents including Addenda issued thereto. The undersigned further certifies that he/she/it has been given the opportunity to personally inspect the actual location(s) of where the Work is to be performed, together with the local sources of supply and that he/she/it understands the conditions under which the Work is to be performed. NOTE: PROPOSER MUST DEMONSTRATE HOW THIS PRICE RESPONSE IS CONSISTENT WITH CURRENT INDUSTRY PRICING FOR THE SAME OR SIMILAR SERVICES. LUMP SUM: [Proposer must describe in detail the manner of payment(e.g.annual lump sum broken down into monthly installments paid in arrears).Please provide a detailed breakdown of the lump sum value.] $ US Dollars per,year. Please provide a breakdown of how the Lump Sum was calculated,including but not limited to: Direct Hourly Rates (for each class of staff,if applicable) $ ;includes total of hours per month Projected/Estimated Travel Expenses $ per month Other overhead/general out-of-packet costs $ per month Exclusions from Lump Sum &Add-ons to Lump Sum: Specific Services and associated prices: $ Dollars,per unit. If not included in the Lump Sum, Travel Expenses Projection: $ Dollars,per month. **Pricing above must explicitly carve-out exclusions or"add-on" services, and list stand-alone pricing for any such exclusions or add-ons, otherwise the pricing proposed will be deemed all-inclusive (no exclusions).Proposer must account for and include all sales, consumer,use, and other taxes required to be paid in accordance with the laws of the U.S. government, State of Florida, or Monroe County, Florida. Unless otherwise explicitly stated, the lump sum price will be deemed to include all labor, materials, equipment, insurance, licensing, and travel/lodging necessary to complete the Scope of Work set forth in the RFQ. I acknowledge receipt of Addenda No.(s): No. Dated No. Dated (Signature of Authorized Representative of Contractor) (Date) (Print Name) 49 646 PART 7—SAMPLE AGREEMENT AGREEMENT between MONROE COUNTY,FL and for Medical Director Services pursuant to County RFQ # THIS AGREEMENT is made and entered into this day of , 202 , by and between the Monroe County, Florida, a political subdivision of the State of Florida, with principal offices located at 1100 Simonton Street,Key West,FL 33040,the Board of Governors of the Fire and Ambulance District 1 of Monroe County, Florida, a municipal services taxing unit established under Florida law and codified in Section 22-129,Monroe County Code of Ordinances, with a principal address being the same as that of Monroe County(hereinafter collectively referred to as "County"), and , a corporation with principal offices located at (the "Contractor")to provide Now therefore,in exchange for good and sufficient consideration, the parties hereby agree to the following terms and conditions: 1) The Contract Documents The contract documents consist of this Agreement, and the following exhibits: "Exhibit A" - the Request for Qualifications for Medical Director Services for Monroe County Fire Rescue pursuant to RFQ#: ,including any addenda issued prior to execution of this Agreement; "Exhibit B" - Contractor's Qualifications Response and completed County Forms (specifically excluding the Contractor's Price Response Form); "Exhibit C" -the Negotiated Fee Schedule; "Exhibit D"- the HIPAA Business Associate Addendum; and "Exhibit E" -the Mandatory Federal Provisions Addendum. All of the above enumerated exhibits are attached hereto and incorporated herein as if set forth in full. In the event of a conflict between the aforementioned documents, any duly executed amendment to this Agreement will control, followed by this Agreement, then "Exhibit E""Exhibit D " "Exhibit C""Exhibit A,"and then"Exhibit B,"in that order. 2) The Work/Services The Contractor must perform all work for the County required by this Agreement, and as set forth below: a) Contractor will furnish all labor, materials, and equipment necessary as indicated in"Exhibit A,""Exhibit B," and"Exhibit C." b) A written Notice to Proceed will be issued to the Consultant after approval of the contract by the Monroe County Board of County Commissioners, and subject to and consistent with the terms and conditions of this Agreement. c) Contractor must comply with any and all Federal, State, and local laws and regulations now in effect,or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor,its employees, agents or subcontractors,if any, with respect to the work and services described herein. Contractor shall maintain throughout the term of this Agreement, appropriate licenses. Proof of Page 1 of 7 647 such licenses shall be submitted to the County upon execution of this Agreement, if not previously submitted to the County. d) Contractor agrees to complete such forms as County deems necessary in furtherance of its state and federal-law compliance efforts.The forms may include, but are not limited to: "Certification Regarding Debarments, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Federally Funded Transactions," etc. 3) Contract Amount Contractor will perform contract requirements with pricing pursuant to County is exempt from payment of Florida State Sales and Use taxes. Contractor shall not be exempted by virtue of the County's exemption from paying sales tax to its suppliers for materials used to fulfill its obligations under this contract, nor is Contractor authorized to use the County's Tax Exemption Number in securing such materials. Contractor shall be responsible for any and all taxes, or payments of withholding,related to services rendered under this Agreement. Additionally, the Contractor must submit to the County invoices with supporting documentation that are acceptable to the Monroe County Office of Clerk and Comptroller(County Clerk).Acceptability to the County Clerk is based upon generally accepted accounting principles and such laws, rules and regulations as may govern the disbursal of funds by the County Clerk. 4) Agreement Subject to Funding The County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Board of County Commissioners. In the event that the County funds on which this Agreement is dependent are withdrawn,this Agreement is terminated, and the County has no further obligation under the terms of this Agreement to the Contractor beyond that already incurred by the termination date. 5) Contract Term This Agreement will become effective as of the date written on the first page of this Agreement. The initial term of this Agreement shall be for three (3) years, with two (2) additional two (2) year extension terms based upon satisfactory performance and the mutual agreement of all parties. The initial term and services provided hereunder will start on the date appointed by the County pursuant to a written Notice to Proceed, and will continue until midnight of the last day stated in the term of contract, unless otherwise extended or amended by formal amendment of the contract agreed to by the parties. 6) Conditions for Emergency/Hurricane or Disaster It is hereby made a part of this Agreement that before,during and after a public emergency, disaster, hurricane, flood,pandemic or other substantial loss that the Monroe County will require a"first priority"basis for services. It is vital and imperative that the majority of citizens are protected from any emergency situation which threatens public safety and health, as determined by the County Administrator. Contractor agrees to provide services to the County or other governmental entities, as opposed to a private citizen or corporation, on a first priority basis. The County expects to pay a fair and reasonable price for all products/services in the event of a disaster,pandemic, emergency or hurricane. Awarded Contractor must furnish a twenty-four(24)hour telephone number in the event of such an emergency. 7) Termination a. Termination for Uncurable Default Page 2 of 7 648 In the event the Consultant shall default in or violate any of the terms,obligations, restrictions or conditions of this Contract in a manner that is uncurable (as determined in the sole discretion of the County), the County may, upon written notice to the Consultant,terminate this Contract effective immediately.In the event of such termination the County may hold the Consultant liable for any and all damages sustained by the County arising out of such default, including but not limited to costs of re-procurement and cover. b. Termination for Curable Default In the event the Consultant shall default in any of the terms, obligations, restrictions or conditions in the Contract Documents in a manner that is curable(as determined in the sole discretion of the County), the County shall give the Consultant written notice by registered, certified mail of the default and that such default shall be corrected or actions taken to correct such default shall be commenced within three(3) calendar days thereof In the event the Consultant has failed to correct the conditions(s) of the default or the default is not remedied to the satisfaction and approval of the County, the County shall have all legal remedies available to it, including, but not limited to termination of the Contract in which case the Consultant shall be liable for any and all damages permitted by law arising from the default and breach of the Contract. c. Termination for Convenience of County Upon thirty (30) calendar days written notice delivered by certified mail, return receipt requested, to the Consultant, the County may without cause and without prejudice to any other right or remedy, terminate the Contract for the County's convenience whenever the County determines that such termination is in the best interest of the County. Where the Contract is terminated for the convenience of the County the notice of termination to the Consultant must state that the Contract is being terminated for the convenience of the County under the termination clause and the extent of termination. The Consultant shall discontinue all work on the appointed last day of service. 8) Indemnification & Release of Liability Notwithstanding any minimum insurance requirements prescribed elsewhere in this solicitation,Consultant shall defend,indemnify, and hold harmless the COUNTY, and the COUNTY's elected and appointed officers and employees,from and against(1)any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine,penalty or business interruption, and(iii) any costs or expenses that may be asserted against,initiated with respect to,or sustained by, any indemnified party by reason of, or in connection with: (A) any activity of Consultant or any of its employees, agents, contractors or other invitees during the solicitation process and any ensuing agreement, (B) the negligence or recklessness, intentional wrongful misconduct, errors or other wrongful act or omission of Consultant or any of its employees, agents, sub-contractors or other invitees, or (C) Consultant's default in respect of any of the obligations that it undertakes during the solicitation process and under the term of any ensuing agreement, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise solely from the intentional or negligent acts or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than Consultant). Nothing contained herein is intended, nor may be construed, to waive County's rights and immunities under the common law or Section 768.28, Florida Statutes, as amended from time to time; nor will anything included herein be construed as consent to be sued by any third parties in any matter arising out of this solicitation or ensuing agreement.To the extent Page 3 of 7 649 considered necessary by the Contract Administrator, any sums due Consultant under an ensuing agreement may be retained by the County until all of the County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld is not subject to payment of interest by the County.Insofar as the claims,actions, causes of action,litigation,proceedings,costs or expenses relate to events or circumstances that occur during or after the term of an ensuing agreement, and the rights and immunities reserved to the County, this section will survive the expiration of the term of the ensuing agreement or any earlier termination of same. 9) Specific Insurance Requirements Contractor shall obtain and maintain at its own expense the insurance coverages listed within this paragraph prior to commencing services under this Agreement. All insurance requirements provided for in this Agreement shall be subject to annual review.Depending on the extent of contractual obligations incurred by the Contractor, the below insurances will be required. Insurances can be altered via written waiver by County's Risk Manager, if required.The Contractor must keep in full force and effect the insurance described during the term of this Agreement. If the insurance policies originally purchased that meet the requirements are canceled, terminated, or reduced in coverage, then the Contractor must immediately substitute complying policies so that no gap in coverage occurs. Copies of current policy certificates shall be filed with the Monroe County Risk Department whenever acquired, amended, and annually during the term of this Agreement. Prior to execution of this Agreement, Contractor shall furnish the County Certificates of Insurance indicating the minimum coverage limitations in the following amounts: a) WORKERS COMPENSATION AND EMPLOYER'S LIABILTIY INSURANCE. Where applicable, coverage to apply for all employees at the minimum statutory limits as required by Florida Law, and Employee's Liability coverage in the amount of$1,000,000.00 bodily injury by accident, $1,000,000.00 bodily injury by disease,policy limits,and$1,000,000.00 bodily injury by disease, each employee. b) COMPREHENSIVE AUTOMOBILE VEHICLE LIABILITY INSURANCE. Motor vehicle liability insurance, including applicable no-fault coverage, with limits of liability of not less than $300,000.00 per occurrence, combined single limit for Bodily Injury Liability and Property Damage Liability.If single limits are provided,the minimum acceptable limits are $200,000.00 per person, $300,000.00 per occurrence, and $200,000.00 property damage. Coverage shall include all owned vehicles, all non-owned vehicles, and all hired vehicles. c) COMMERCIAL GENERAL LIABILITY. Commercial general liability coverage with limits of liability of not less than $1,000,000.00 per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Such coverage must include, as a minimum: Premises Operations, Products and Completed Operations, Blanket Contractual Liability, and Personal Injury Liability. An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy,its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. d) PROFESSIONAL LIABILITY / ERRORS AND OMISSIONS COVERAGE. Evidence of Professional Liability insurance with, at a minimum of$1,000,000.00 per occurrence, and $2,000,000.00 in the aggregate. "Claims-Made" forms are acceptable for Professional Liability insurance. Coverage shall include all claims arising out of the Consultant's operations or premises, any person directly or Page 4 of 7 650 indirectly employed by the Consultant, and the Consultant's obligations under indemnification under this contract. Consultant acknowledges that the County is relying on the competence of the Consultant as a Medical Director to Monroe County Fire Rescue. CERTIFICATES OF INSURANCE. Original Certificates of Insurance shall be provided to the County at the time of execution of this Agreement and certified copies provided if requested.Each policy certificate shall be endorsed with aprovision that not less than thirty (30) calendar days' written notice shall be provided to the County before any policy or coverage is canceled or restricted. The underwriter of such insurance shall be qualified to do business in the State of Florida. If requested by the County Administrator,the insurance coverage shall be primary insurance with respect to the County, its officials, employees, agents, and volunteers. Failure of Contractor to comply with the insurance requirements of this section shall be cause for immediate termination of this Agreement. MONROE COUNTY BOARD OF COUNTY COMMISSIONERS, 1100 SIMONTON STREET, KEY WEST, FLORIDA 33040, MUST BE NAMED AS ADDITIONAL INSURED AND CERTIFICATE HOLDER ONALL POLICIES EXCEPT WORKER'S COMPENSATION. In the event that the Contractor subcontracts any or all of the work in this project to any third party, the Contractor specifically agrees to identify the County as an additional insured on all insurance policies required by the County. In addition, the Contractor specifically agrees that all agreements or contracts of any nature with his subcontractors shall include the County as additional insured. 10) Notice All written correspondence to the County shall be dated and signed by an authorized representative of the Contractor. Any written notices or correspondence required or contemplated under this Agreement shall be sent by U.S. Mail, certified, return receipt requested,postage pre-paid,or by courier with proof of delivery.Notice is deemed received by Contractor when hand delivered by national courier with proof of delivery or by U.S. Mail upon verified receipt or upon the date of refusal or non-acceptance of delivery. Notice shall be sent to the following persons: FOR COUNTY: FOR CONTRACTOR: County Administrator Monroe County 1100 Simonton Street, Room 2-205 Key West,FL 33040 Email: And(with copy to) Monroe County Attorney's Office 1111 12th Street, Suite 408 Key West, FL 33040 11) Attorney's Fees and Costs County and Contractor agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs,investigative, and out-of-pocket expenses, as an award against the non-prevailing party, at all levels of the court system, including in appellate proceedings. 12) Prompt Disclosure of Litigation, Investigations, Arbitration, or Administrative Page 5 of 7 651 Proceedings Throughout the term of this Agreement, the Contractor has a continuing duty to promptly disclose to the County, in writing, upon occurrence, all civil or criminal litigation, investigations, arbitration, or administrative proceedings relating to or affecting Contractor's ability to perform under this Agreement. If the existence of such causes the County concern that the Contractor's ability or willingness to perform the Agreement is jeopardized, the Contractor may be required to provide the County with reasonable assurances to demonstrate its ability to perform as required hereunder, and that its employees/agents have not or will not engage in conduct similar in nature to the conduct alleged in such proceeding. 13) Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the County, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and authorized designees of the County. 14) Interpretation The titles and headings contained in this Agreement are for reference purposes only and will not in any way affect the meaning or interpretation of this Agreement. All personal pronouns used in this Agreement include the other gender, and the singular includes the plural, and vice versa,unless the context otherwise requires. Terms such as "herein"refer to this Agreement as a whole and not to any particular sentence, paragraph, or section where they appear, unless the context otherwise requires. Whenever reference is made to a section or article of this Agreement, such reference is to the section or article as a whole, including all subsections thereof,unless the reference is made to a particular subsection or subparagraph of such section or article. Any reference to "days" means calendar days, unless otherwise expressly stated. 15) Joint Preparation It is acknowledged that each party to this Agreement had the opportunity to be represented by counsel in the preparation of this Agreement and accordingly the rule that a contract will be interpreted strictly against the party preparing same does not apply herein due to the joint contributions of both parties. 16) Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction will, as to that jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction.The non-enforcement of any provision by either party will not constitute a waiver of that provision nor will it affect the enforceability of that provision or of the remainder of this Agreement. 17) Signatory Authority; Counterparts and Multiple Originals Upon request, the Contractor must provide the County with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. This Agreement may be executed in multiple originals, and may be executed in counterparts,each of which is hereby deemed to be an original,but all of which, taken together, constitutes one and the same agreement. [Signatures to follow] Page 6 of 7 652 AGREEMENT between MONROE COUNTY,FL and for Medical Director Services pursuant to County RFQ# IN WITNESS WHEREOF, County and Contractor have executed this Agreement as of the date first written above. CONTRACTOR: Contractor Name By: Signature Print Name & Title STATE OF FLORIDA COUNTY OF The foregoing instrument was sworn to/affirmed and acknowledged before me by means of❑physical presence or ❑ online notarization, this day of , 20 ,by ,President[or Authority Title] of[INSERT LEGAL NAME OF ENTITY], a Florida(Not for profit/For profit) Corporation/LLC. He/She is personally known to me/or has produced (type of identification)as identification. Signature of Notary Public (Print& Stamp Commissioned Name of Notary Public) BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY,FLORIDA: By: Mayor James K. Scholl BOARD OF GOVERNORS,FIRE AND AMBULANCE DISTRICT 1,MONROE COUNTY,FLORIDA: By: Chairperson Bruce Halle (Seal) Attest: Kevin Madok, Clerk As Deputy Clerk Approved as to legal form & sufficiency: Assistant County Attorney Page 7 of 7 653 "EXHIBIT D" HIPAA Business Associate Addendum 1. PREAMBLE AND DEFINITIONS. 1.1 Pursuant to the Health Insurance Portability and Accountability Act of 1996, as amended ("HIPAA"), Monroe County, a political subdivision of the State of Florida, through its Board of County Commissioners, (the "County"), the Board of Governors of the Fire and Ambulance District I of Monroe County, Florida, a municipal services taxing unit established under Florida law and codified in Section 22-129, Monroe County Code of Ordinances, with a principal address being the same as the County("BOG"),and ('Business Associate"),agree to this Business Associate Addendum ("BAA") as of the effective date of the underlying agreement between the parties (the "Effective Date") that addresses the HIPAA requirements with respect to "business associates," as defined under the privacy, security, breach notification, and enforcement rules at 45 C.F.R. Part 160 and Part 164 ("HIPAA Rules"). A reference in this BAA to a section in the HIPAA Rules means the section as in effect or as amended. 1.2 This BAA is intended to ensure that Business Associate will establish and implement appropriate safeguards for the Protected Health Information ("PHI") (as defined under the HIPAA Rules) that Business Associate may receive, create, maintain, use, or disclose in connection with the functions, activities, and services that Business Associate performs for Covered Entity. The functions, activities, and services that Business Associate performs for Covered Entity are defined in AGREEMENT between MONROE COUNTY, FL and for Medical Director services pursuant to RFQ# (the "Underlying Agreement"). 1.3 Pursuant to changes required under the Health Information Technology for Economic and Clinical Health Act of 2009 (the "HITECH Act") and under the American Recovery and Reinvestment Act of 2009("ARRA"),this BAA also reflects federal breach notification requirements imposed on Business Associate when "Unsecured PHI" (as defined under the HIPAA Rules) is acquired by an unauthorized party, and the expanded privacy and security provisions imposed on business associates. 1.4 Unless the context clearly indicates otherwise, the following terms in this BAA shall have the same meaning as those terms in the HIPAA Rules: Breach, Data Aggregation, Designated Record Set,disclosure,Electronic Media,Electronic Protected Health Information(ePHI),Health Care Operations, individual, Minimum Necessary, Notice of Privacy Practices, Required By Law, Secretary, Security Incident, Subcontractor,Unsecured PHI, and use. 1.5 A reference in this BAA to the Privacy Rule means the Privacy Rule, in conformity with the regulations at 45 C.F.R. Parts 160-164 (the "Privacy Rule") as interpreted under applicable regulations and guidance of general application published by HHS,including all amendments thereto for which compliance is required, as amended by the HITECH Act, ARRA, and the HIPAA Rules. 2. GENERAL OBLIGATIONS OF BUSINESS ASSOCIATE. 2.1 Business Associate agrees not to use or disclose PHI,other than as permitted or required by this BAA or as Required By Law,or if such use or disclosure does not otherwise cause a Breach of Unsecured PHI. Page 1 of 6 654 2.2 Business Associate agrees to use appropriate safeguards,and comply with Subpart C of 45 C.F.R.Part 164 with respect to ePHI,to prevent use or disclosure of PHI other than as provided for by the BAA. 2.3 Business Associate agrees to mitigate,to the extent practicable, any harmful effect that is known to Business Associate as a result of a use or disclosure of PHI by Business Associate in violation of this BAA's requirements or that would otherwise cause a Breach of Unsecured PHI. 2.4 The Business Associate agrees to the following breach notification requirements: (a) Business Associate agrees to provide notification of any Breach of Unsecured PHI of which it becomes aware, as required under 45 C.F.R. § 164.410, and any Security Incident of which it becomes aware, in violation of this BAA to individuals, the media (as defined under the HITECH Act), the Secretary, and/or any other parties as required under HIPAA,the HITECH Act,ARRA,and the HIPAA Rules,subject to the prior review and written approval by Covered Entity of the content of such notification. (b) In the event of Business Associate's use or disclosure of Unsecured PHI in violation of HIPAA, the HITECH Act, or ARRA, Business Associate bears the burden of demonstrating that notice as required under this Section 2.4 was made, including evidence demonstrating the necessity of any delay,or that the use or disclosure did not constitute a Breach of Unsecured PHI. 2.5 Business Associate agrees, in accordance with 45 C.F.R. §§ 164.502(e)(1)(11) and 164.308(b)(2), if applicable, to require that any Subcontractors that create, receive, maintain, or transmit PHI on behalf of the Business Associate agree to the same restrictions, conditions, and requirements that apply to the Business Associate with respect to such information. 2.6 Business Associate agrees to make available PHI in a Designated Record Set to the Covered Entity as necessary to satisfy Covered Entity's obligations under 45 C.F.R. § 164.524. (a) Business Associate agrees to comply with an individual's request to restrict the disclosure of their personal PHI in a manner consistent with 45 C.F.R. § 164.522, except where such use, disclosure, or request is required or permitted under applicable law. (b) Business Associate agrees to charge fees related to providing individuals access to their PHI in accordance with 45 C.F.R. § 164.524(c)(4). (c) Business Associate agrees that when requesting, using, or disclosing PHI in accordance with 45 C.F.R. § 164.502(b)(1) that such request, use, or disclosure shall be to the minimum extent necessary, including the use of a "limited data set" as defined in 45 C.F.R. § 164.514(e)(2), to accomplish the intended purpose of such request, use, or disclosure, as interpreted under related guidance issued by the Secretary from time to time. 2.7 Business Associate agrees to make any amendments to PHI in a Designated Record Set as directed or agreed to by the Covered Entity pursuant to 45 C.F.R. § 164.526, or to take other measures as necessary to satisfy Covered Entity's obligations under 45 C.F.R. § 164.526. 2.8 Business Associate agrees to maintain and make available the information required to provide an accounting of disclosures to the Covered Entity as necessary to satisfy Covered Entity's obligations under 45 C.F.R. § 164.528. Page 2 of 6 655 2.9 Business Associate agrees to make its internal practices,books, and records, including policies and procedures regarding PHI, relating to the use and disclosure of PHI and Breach of any Unsecured PHI received from Covered Entity, or created or received by the Business Associate on behalf of Covered Entity, available to Covered Entity (or the Secretary) for the purpose of Covered Entity or the Secretary determining compliance with the Privacy Rule (as defined in Section 8). 2.10 To the extent that Business Associate is to carry out one or more of Covered Entity's obligation(s) under Subpart E of 45 C.F.R. Part 164, Business Associate agrees to comply with the requirements of Subpart E that apply to the Covered Entity in the performance of such obligation(s). 2.11 Business Associate agrees to account for the following disclosures: (a) Business Associate agrees to maintain and document disclosures of PHI and Breaches of Unsecured PHI and any information relating to the disclosure of PHI and Breach of Unsecured PHI in a manner as would be required for Covered Entity to respond to a request by an individual or the Secretary for an accounting of PHI disclosures and Breaches of Unsecured PHI. (b) Business Associate agrees to provide to Covered Entity, or to an individual at Covered Entity's request, information collected in accordance with this Section 2.11, to permit Covered Entity to respond to a request by an individual or the Secretary for an accounting of PHI disclosures and Breaches of Unsecured PHI. (c) Business Associate agrees to account for any disclosure of PHI used or maintained as an Electronic Health Record (as defined in Section 5) ("EHR") in a manner consistent with 45 C.F.R. § 164.528 and related guidance issued by the Secretary from time to time; provided that an individual shall have the right to receive an accounting of disclosures of EHR by the Business Associate made on behalf of the Covered Entity only during the three years prior to the date on which the accounting is requested from Covered Entity or directly from the Business Associate,whichever is later. (d) In the case of an EHR that the Business Associate acquired on behalf of the Covered Entity as of January 1,2009,paragraph(c)above shall apply to disclosures with respect to PHI made by the Business Associate from such EHR on or after January 1, 2014. In the case of an EHR that the Business Associate acquires on behalf of the Covered Entity after January 1,2009,paragraph(c)above shall apply to disclosures with respect to PHI made by the Business Associate from such EHR on or after the later of January 1,2011,or the date that it acquires the EHR. 2.12 Business Associate agrees to comply with the "Prohibition on Sale of Electronic Health Records or Protected Health Information," as provided in Section 13405(d) of Subtitle D (Privacy) of ARRA, and the "Conditions on Certain Contacts as Part of Health Care Operations," as provided in Section 13406 of Subtitle D (Privacy) of ARRA and related guidance issued by the Secretary from time to time. 2.13 Business Associate acknowledges that, effective on the Effective Date of this BAA, it shall be liable under the civil and criminal enforcement provisions set forth at 42 U.S.C. § 1320d-5 and 1320d-6,as amended,for failure to comply with any of the use and disclosure requirements of this BAA and any guidance issued by the Secretary from time to time with respect to such use and disclosure requirements. Page 3 of 6 656 3. PERMITTED USES AND DISCLOSURES BY BUSINESS ASSOCIATE. 3.1 General Uses and Disclosures. Business Associate agrees to receive, create, use, or disclose PHI only in a manner that is consistent with this BAA,the Privacy Rule, or Security Rule (as defined in Section 5),and only in connection with providing services to Covered Entity;provided that the use or disclosure would not violate the Privacy Rule, including 45 C.F.R. § 164.504(e), if the use or disclosure would be done by Covered Entity. For example, the use and disclosure of PHI will be permitted for"treatment,payment, and health care operations," in accordance with the Privacy Rule. 3.2 Business Associate may use or disclose PHI as Required By Law. 3.3 Business Associate agrees to make uses and disclosures and requests for PHI: Consistent with Covered Entity's Minimum Necessary policies and procedures established by the Standard Operating Procedures adopted by in the Monroe County Fire Rescue Department, as may be amended from time to time. 3.4 Business Associate may not use or disclose PHI in a manner that would violate Subpart E of 45 C.F.R.Part 164 if done by the Covered Entity. 4. OBLIGATIONS OF COVERED ENTITY. 4.1 Covered Entity shall: (a) Provide Business Associate with the Notice of Privacy Practices that Covered Entity produces in accordance with the Privacy Rule, and any changes or limitations to such notice under 45 C.F.R. § 164.520, to the extent that such changes or limitations may affect Business Associate's use or disclosure of PHI. (b) Notify Business Associate of any restriction on the use or disclosure of PHI that Covered Entity has agreed to or is required to comply with under 45 C.F.R. § 164.522, to the extent that such restriction may affect Business Associate's use or disclosure of PHI under this BAA. (c) Notify Business Associate of any changes in or revocation of permission by an individual to use or disclose PHI,if such change or revocation may affect Business Associate's permitted or required uses and disclosures of PHI under this BAA. 4.2 Covered Entity shall not request Business Associate to use or disclose PHI in any manner that would not be permissible under the Privacy and Security Rule if done by Covered Entity, except as provided under Section 3 of this BAA. 5. COMPLIANCE WITH SECURITY RULE. 5.1 Business Associate shall comply with the HIPAA Security Rule,which shall mean the Standards for Security of Electronic Protected Health Information at 45 C.F.R.Part 160 and Subparts A and C of Part 164, as amended by ARRA and the HITECH Act. The term "Electronic Health Record"or"EHR" as used in this BAA shall mean an electronic record of health-related information on an individual that is created,gathered,managed, and consulted by authorized health care clinicians and staff. 5.2 In accordance with the Security Rule, Business Associate agrees to: Page 4 of 6 657 (a) Implement the administrative safeguards set forth at 45 C.F.R. § 164.308, the physical safeguards set forth at 45 C.F.R. § 164.310, the technical safeguards set forth at 45 C.F.R. § 164.312,and the policies and procedures set forth at 45 C.F.R. § 164.316,to reasonably and appropriately protect the confidentiality, integrity, and availability of the ePHI that it creates,receives,maintains,or transmits on behalf of Covered Entity as required by the Security Rule. Business Associate acknowledges that, effective on the Effective Date of this BAA, (a) the foregoing safeguards, policies, and procedures requirements shall apply to Business Associate in the same manner that such requirements apply to Covered Entity, and(b)Business Associate shall be liable under the civil and criminal enforcement provisions set forth at 42 U.S.C. § 1320d-5 and 1320d-6, as amended from time to time, for failure to comply with the safeguards, policies, and procedures requirements and any guidance issued by the Secretary from time to time with respect to such requirements; (b) Require that any agent, including a Subcontractor, to whom it provides such PHI agrees to implement reasonable and appropriate safeguards to protect the PHI; and (c) Report to the Covered Entity any Security Incident of which it becomes aware. 6. INDEMNIFICATION. The parties agree and acknowledge that except as set forth herein, the indemnification obligations contained under the Underlying Agreement shall govern each party's performance under this BAA. 7. TERM AND TERMINATION. 7.1 This BAA shall be in effect as of the date set forth in the underlying agreement, and shall terminate on the earlier of the date that: (a) Either party terminates for cause as authorized under Section 7.2. (b) All of the PHI received from Covered Entity,or created or received by Business Associate on behalf of Covered Entity, is destroyed or returned to Covered Entity. If it is not feasible to return or destroy PHI,protections are extended in accordance with Section 7.3. 7.2 Upon either party's knowledge of material breach by the other party,the non-breaching parry shall provide an opportunity for the breaching party to cure the breach or end the violation; or terminate the BAA. If the breaching party does not cure the breach or end the violation within a reasonable timeframe not to exceed seven(7)days from the notification of the breach, or if a material term of the BAA has been breached and a cure is not possible,the non-breaching party may terminate this BAA and the Underlying Agreement,upon written notice to the other party. 7.3 Upon termination of this BAA for any reason, the parties agree that: Business associate shall return to Covered Entity all PHI received from Covered Entity, or created, maintained, or received by Business Associate on behalf of Covered Entity, that the Business Associate still maintains in any form.The PHI shall be returned in a format that is reasonably expected to preserve its accessibility and usability. Business Associate shall retain no copies of the PHI. Page 5 of 6 658 7.4 The obligations of Business Associate under this Section 7 shall survive the termination of this BAA. 8. MISCELLANEOUS. 8.1 The parties agree to take such action as is necessary to amend this BAA to comply with the requirements of the Privacy Rule, the Security Rule, HIPAA, ARRA, the HITECH Act, the Consolidated Appropriations Act,2021 (CAA-21), the HIPAA Rules, and any other applicable law. 8.2 The respective rights and obligations of Business Associate under Section 6 and Section 7 of this BAA shall survive the termination of this BAA. 8.3 This BAA shall be interpreted in the following manner: (a) Any ambiguity shall be resolved in favor of a meaning that permits Covered Entity to comply with the HIPAA Rules. (b) Any inconsistency between the BAA's provisions and the HIPAA Rules, including all amendments,as interpreted by the HHS,a court,or another regulatory agency with authority over the Parties, shall be interpreted according to the interpretation of the HHS, the court, or the regulatory agency. (c) Any provision of this BAA that differs from those required by the HIPAA Rules, but is nonetheless permitted by the HIPAA Rules, shall be adhered to as stated in this BAA. 8.4 This BAA constitutes the entire agreement between the parties related to the subject matter of this BAA, except to the extent that the Underlying Agreement imposes more stringent requirements related to the use and protection of PHI upon Business Associate. This BAA supersedes all prior negotiations, discussions, representations, or proposals, whether oral or written. This BAA may not be modified unless done so in writing and signed by a duly authorized representative of both parties. If any provision of this BAA, or part thereof,is found to be invalid, the remaining provisions shall remain in effect. 8.5 This BAA will be binding on the successors and assigns of the Covered Entity and the Business Associate. However, this BAA may not be assigned,in whole or in part,without the written consent of the other party. Any attempted assignment in violation of this provision shall be null and void. 8.6 This BAA may be executed in two or more counterparts,each of which shall be deemed an original. 8.7 Except to the extent preempted by federal law, this BAA shall be governed by and construed in accordance with the same internal laws as that of the Underlying Agreement. [End of Addendum] Page 6 of 6 659 "EXHIBIT E" Mandatory Federal Provisions Addendum MONROE COUNTY FEMA PUBLIC ASSISTANCE PROGRAM REQUIRED CONTRACT CLAUSES This Addendum is incorporated by this reference into the Agreement between the Contractor and the County (the "Contract") as "Exhibit E." It includes contract clauses that amend, delete or modify provisions of the Contract. All contract clauses that are not so amended, deleted or modified shall remain in full force and effect. To the extent of any conflict between the contract clauses set forth in this Exhibit and other contract clauses set forth in the Contract, the contract clauses of this Exhibit shall control. 1) APPENDIX II TO 2 C.F.R. PART 200 (if applicable) The Contractor and its subcontractors must follow the provisions, as applicable, as set forth in 2 C.F.R. §200.326 Contract provisions and Appendix II to 2 C.F.R. Part 200, as amended. 2) FEDERAL E-VERIFY The Contractor shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Contractor during the term of the Contract and shall expressly require any subcontractors performing work or providing services pursuant to the Contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the Contract term. 3) MAINTENANCE OF RECORDS Contractor shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Records shall be retained for a period of seven (7) years from the termination of this agreement or for a period of three (3)years from the submission of the final expenditure report as per 2 CFR §200.334, whichever is greater. Each party to this Agreement or its authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for seven years following the termination of this Agreement. 4) REMEDIES FOR BREACH. (2 C.F.R. PART 200,APPENDIX II (A)) In addition to all other remedies included in this Contract, Contractor shall, at a minimum,be liable to the County for all foreseeable damages it incurs as a result of Contractor violation or breach of the terms of this Contract. This includes without limitation, any cost incurred to remediate defects in Contactor's services and/or the additional expenses to complete Contractor's services beyond the amounts agreed to in this contract, after Contractor has had a reasonable opportunity to remediate and/or complete its services as otherwise set forth in this contract.All remedies provided for in this Contract may be exercised individually or in combination with any other remedy available hereunder or under applicable laws, rules and regulations. The exercise of any remedy shall not preclude or in any way be deemed to waive any other remedy. 1 660 5) EQUAL EMPLOYMENT OPPORTUNITY. (2 C.F.R. PART 200,APPENDIX II (C)) During the performance of this Agreement, the Contractor agrees as follows: a. The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. b. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race,color,religion,sex,sexual orientation, gender identity, or national origin. c. The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. d. The contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. e. The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. f. The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 2 661 g. In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. h. The contractor will include the provisions of paragraphs (1)through(8)in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States. Each nonexempt prime contractor or subcontractor shall include the equal opportunity clause in each of its nonexempt subcontracts. The equal opportunity clause shall be considered to be a part of every contract and subcontract required by the order and the regulations to include such a clause whether or not it is physically incorporated in such contracts and whether or not there is a written contract. 6) FURTHER COMPLIANCE WITH THE CONTRACT WORK HOURS AND SAFETY STANDARDS ACT. a) The contractor or subcontractor must maintain regular payrolls and other basic records during the course of the work and must preserve them for a period of three years after all the work on the prime contract is completed for all laborers and mechanics, including guards and watch persons, working on the contract. Such records must contain the name; last known address, telephone number, and email address; and social security number of each such worker; each worker's correct classification(s) of work performed; hourly rates of wages paid; daily and weekly number of hours actually worked; deductions made; and actual wages paid. b) Records to be maintained under this provision must be made available by the contractor or subcontractor for inspection, copying, or transcription by authorized representatives of the Department of Homeland Security, the Federal Emergency Management Agency, and the Department of Labor, and the contractor or subcontractor will permit such representatives to interview workers during working hours on the job. 7) CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT. Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended(42 U.S.C. §§7401 et seq.)and the Federal Water Pollution Control Act, as amended (33 U.S.C. §§1251 et seq.) and will report violations to FEMA/Federal Agency and the appropriate Regional Office of the Environmental Protection Agency (EPA). The Clean 3 662 Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251- 1387), as amended, applies to Contracts and subgrants of amounts in excess of$150,000. The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA/Federal agency. The contractor agrees to report each violation to the County and understands and agrees that the County will, in turn, report each violation as required to assure notification to FEMA/Federal Agency and the appropriate EPA Regional Office. 8) DEBARMENT AND SUSPENSION (Executive Orders 12549 and 12689). A contract award under a"covered transaction" (see 2 CFR 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR Part 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension" and the Department of Homeland Security's regulations at 2 C.F.R. Part 3000 (Non- procurement Debarment and suspension). SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. SAM exclusions can be accessed at www.sam.gov. This contract is a covered transaction for purposes of 2 C.F.R. Part 180 and 2 C.F.R. Part 3000. Contractor is required to verify that none of the contractor's principals (defined at 2 C.F.R. §180.935)or its affiliates (defined at 2 C.F.R. §180.905)are excluded(defined at 2 C.F.R. §180.940) or disqualified (defined at 2 C.F.R. §180.935). The contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. This certification is a material representation of fact relied upon by the County. If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the County, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Bidders or Proposers agree to comply with the requirements of 2 C.F.R.pt. 180, subpart C and 2 C.F.R.pt. 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. 9) BYRD ANTI-LOBBYING AMENDMENT (31 U.S.C. 1352). Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. § 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Non-Federal award. If award exceeds $100,000, the required certification must be signed and submitted by the contractor to the County. 4 663 10)PROCUREMENT OF RECOVERED MATERIALS. (2 C.F.R. § 200.323) a) Contractor must comply with section 6002 of the Solid Waste Disposal Act, as amended, by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 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: (1) Competitively within a timeframe providing for compliance with the contract performance schedule; (2) Meeting contract performance requirements; or (3) At a reasonable price. b) Information about this requirement, along with the list of EPA-designated items, is available at EPA's Comprehensive Procurement Guidelines web site, we I �www �u� . ggj(jc h �..._ iig c) The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act. The Contactor should, to the greatest extent practicable and consistent with the law,purchase, acquire, or use products and services that can be reused, refurbished, or recycled; contain recycled content, are biobased, or are energy and water efficient; and are sustainable. 11)PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES. (2 C.F.R. § 200.216) a) Definitions. As used in this clause, the terms backhaul; covered foreign country; covered telecommunications equipment or services; interconnection arrangements; roaming; substantial or essential component; and telecommunications equipment or services have the meaning as defined in FEMA Policy 405-143-1, Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services, as used in this clause. b) Prohibitions. i) Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. ii) Unless an exception in paragraph (c) of this clause applies, the contractor and its subcontractors may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (1) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; 5 664 (2) Enter, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (3) Enter, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (4) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. c) Exceptions. i) This clause does not prohibit contractors from providing: (1) A service that connects to the facilities of a third-parry, such as backhaul, roaming, or interconnection arrangements; or (2) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. ii) By necessary implication and regulation, the prohibitions also do not apply to: (1) Covered telecommunications equipment or services that: a. Are not used as a substantial or essential component of any system; and b. Are not used as critical technology of any system. (2) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. d) Reporting requirement. i) In the event the contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the contractor is notified of such by a subcontractor at any tier or by any other source, the contractor shall report the information in paragraph (d)(2) of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. ii) The Contractor shall report the following information pursuant to paragraph (d)(1) of this clause: (1) Within one business day from the date of such identification or notification: The contract number;the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (2) Within 10 business days of submitting the information in paragraph(d)(2)(i) of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. 6 665 e) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (e), in all subcontracts and other contractual instruments. 12)DOMESTIC PREFERENCE FOR PROCUREMENTS AS SET FORTH IN 2 CFR §200.322. a) Contractor should,to the greatest extent practicable,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). These requirements of this section must be included in all subawards including contracts and purchase orders for work or products under federal award. b) For purposes of this section: i) "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. ii) "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." 13)AMERICANS WITH DISABILITIES ACT OF 1990,AS AMENDED (ADA). The Contractor will comply with all the requirements as imposed by the ADA, the regulations of the Federal government issued thereunder, and the assurance by the Contractor pursuant thereto. 14)ENERGY EFFICIENCY(IF APPLICABLE). Contractor will comply with the Energy Policy and Conservation Act (P.L. 94-163; 42 U.S.C. 6201-6422) and with all mandatory standards and policies relating to energy efficiency and the provisions of the state Energy Conservation Plan adopted pursuant thereto. 15)RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the Federal award meets the definition of"funding agreement"under 37 CFR §401.2(a)and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. 16)ACCESS TO RECORDS. Contractor/Consultant and their successors, transferees, assignees, and subcontractors acknowledge and agree to comply with applicable provisions governing the Department of Homeland Security (DHS) and the Federal Emergency Management Agency's (FEMA) access to records, accounts, documents, information, facilities, and staff. Contractors/Consultants must 1. cooperate with any compliance review or complaint investigation conducted by DHS;2. Give DHS access to and the right to examine and copy records, accounts, and other documents and sources of information related to the grant and permit access to facilities,personnel, and other individuals and information as may be necessary, as required by DHS regulations and other applicable laws or 7 666 program guidance; 3. Submit timely, complete, and accurate reports to the appropriate DHS officials and maintain appropriate backup documentation to support the reports. In compliance with the Disaster Recovery Act of 2018, the County and the Contractor acknowledge and agree that no language in this contract is intended to prohibit audits or internal reviews by the FEMA Administrator or the Comptroller General of the United States. The Contractor agrees to Monroe County, the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. The Contractor agrees to provide the FEMA Administrator or his authorized representatives access to construction or other work sites pertaining to the work being completed under the contract. 17)CONTRACT CHANGES OR MODIFICATIONS. The Contractor understands and agrees that any cost resulting from a change or modification, change order, or constructive change of the agreement must be within the scope of any Federal grant or cooperative agreement that may fund this Project and be reasonable for the completion of the Project. Any contract change or modification, change order or constructive change must be approved in writing by both the County and Contractor. 18)DHS SEAL, LOGO,AND FLAGS. Contractor must obtain written permission from DHS prior to using the DHS seals, logos, crests, or reproductions of flags, or likenesses of DHS agency officials. This includes use of DHS component (e.g., FEMA, CISA, etc.) seals, logos, crests, or reproductions of flags, or likenesses of component officials. The Contractor shall include this provision in any subcontracts. 19)COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS. This is an acknowledgement that FEMA financial assistance may be used to fund all or a portion of the contract. The contractor will comply will all applicable Federal Law, regulations, executive orders, FEMA policies,procedures, and directives. 20)NO OBLIGATION BY FEDERAL GOVERNMENT. The Federal Government is not a parry to this contract and is not subject to any obligations or liabilities to the County/non-Federal entity, contractor, or any other parry pertaining to any matter resulting from the contract. 21)PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS If applicable, the contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to the contractor's actions pertaining to this contract. 22)SOCIOECONOMIC CONTRACTING The Contractor is encouraged to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure small businesses, minority businesses, women's business enterprises, veteran-owned businesses, and labor surplus area firms are considered when possible. 8 667 23)COPYRIGHT The Contractor grants to the (insert name of the recipient or subrecipient), a paid-up, royalty-free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract,the Contractor will identify such data and grant to the(insert name of the recipient or subrecipient)or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subjectto copyright under 17 U.S.C. § 102,for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works.Upon or before the completion of this contract,the Contractor will deliver to the (insert name of the recipient or subrecipient) data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by the (insert name of the recipient or subrecipient). 24)PROVIDING GOOD, SAFE JOBS TO WORKERS Creating Good Jobs. Pursuant to FEMA Information Bulletin No. 520, the contractor will comply with all applicable federal labor and employment laws. To maximize cost efficiency and quality of work, the contractor commits to strong labor standards and protections for the project workforce by creating an effective plan for ensuring high-quality jobs and complying with federal labor and employment laws. The contractor acknowledges applicable minimum wage, overtime, prevailing wage, and health and safety requirements, and will incorporate Good Jobs Principles wherever appropriate and to the greatest extent practicable. [End of Addendum] 9 668