Loading...
HomeMy WebLinkAbout23778AGREEMENT INFORMATION AGREEMENT NUMBER 23778 NAME/TYPE OF AGREEMENT BIOCOLLECTIONS WORLDWIDE, INC./ DESCRIPTION SERVICES AGREEMENT/COVID-19 TEST COLLECTION KITS/MATTER ID: 21-2677 EFFECTIVE DATE January 28, 2022 ATTESTED BY TODD B. HANNON ATTESTED DATE 1/28/2022 DATE RECEIVED FROM ISSUING DEPT. 1/28/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 / CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: BioCollections IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT YES YES ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT OTHER: (PLEASE SPECIFY) Service Agreement PURPOSE OF ITEM (BRIEF SUMMARY): To execute a services agreement with BioCollections. NO NO COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT/CHIEF PROCUREMENT OFFICER PR22050 January 24, 2022 Annie Perez, I 16:05:46-DE$edby: SIGNATURE: CPPO --^ RISK MANAGEMENT January 25, 2022 Ann -Marie Sharpe I 06:43:4)-o9Ted SIGNATURE: —8954OEB73CAC468... by: FI^a 6w,(,) CITY ATTORNEY matter 21-2677 January 26, 202LIcFo vv MM 9:1104e9ZEST SIGNATURE: �1/3YSG6J1tl114t/ ...dby: ;/.--,---- k- ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER January 27, 2022 Fernando Casamayor I 09:20:13 SIGNATURE: EST [3757 ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS Natasha Colebrook -Williams SIGNATURE: DEPUTY CITY MANAGER Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: CITY MANAGER January 27, 20A2htlrJuorVg EST SIGNATURE: CITY CLERK January 28, Todd Hannon 2022 1 09:54:14 SIGNATURE:��_ EST PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 City of Miami Office of the City Attorney Legal Services Request To: Office of the City Attorney From: Eduardo Falcon Contact Person Procurement Contracting Manager Title 1/3/2022 Date: Procurement Requesting Client (305) 416-1901 Telephone Legal Service Requested: matter 21-2677 - To execute a Services Agreement with BioCollections. Complete form and forward to the Office of the City Attorney or e-mail to Legal Services. Do not assume that the Office of the City Attorney knows the background of the question and/or issue, such as opinions on the same or similar issues, the existence of relevant memos, correspondence, etc. Please attach to this form and/or e-mail all pertinent information relating to the subject. Once your request has been assigned, an e-mail will be sent to you with the Assigned Attorney's name and the issued matter identification number. All attorneys in the Office of the City Attorney shall fully comply with the Rules Regulating the Florida Bar. For Legal Services requesting an opinion from the Office of the City Attorney: FlIssue opinion in writing. nPublish opinion after issuance. Authorized by: Annie Perez Date response requested by: BELOW PORTION TO BE COMPLETED BY THE OFFICE OF THE CITY ATTORNEY Assigned Attorney: Date: File No. Approved by: Ultimate Client: Comments: D / R Date: Type: Matrix: Category: Copy returned to Requesting Client Copy to Ultimate Client rev. 04/14/2017 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 SERVICES AGREEMENT THIS SERVICES AGREEMENT (this "Agreement") is entered effective as of January 28th 2022 (the "Effective Date"), by and between Biocollections Worldwide, Inc. a Florida Profit Corporation, whose address is 5735 NE 2" Ave. Miami, FL 33137 ("Vendor"), and City of Miami, a municipal corporation of the State of Florida, whose address is 444 S.W. 2nd Avenue, loth Floor, Miami, Florida 33130 ("CITY"), Vendor and CITY each referred to herein as a "Party" and collectively as the "Parties." RECITALS WHEREAS, Vendor is in the business of providing certain Services (as defined below); and WHEREAS, CITY desires to engage Vendor, and Vendor desires to be engaged by CITY, to provide such Services pursuant to the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the premises and the mutual agreements, covenants, and provisions contained in this Agreement, the Parties agree and declare as follows: AGREEMENT 1. SERVICES. Vendor shall provide to CITY the services ("Services") set forth in the Services Description and Fee Schedule attached hereto as Exhibit "A". Vendor shall provide the Services (a) in accordance with the terms and subject to the conditions set forth in this Agreement; (b) using personnel of required skill, experience, licenses, and qualifications; (c) in a timely, workmanlike, and professional manner; and (d) in accordance with Exhibit "A". 2. COMPENSATION. As sole compensation for the performance of the Services, CITY shall pay Vendor at the rates and upon the terms set forth in Exhibit "A". CITY shall pay undisputed invoices immediately after its receipt. Vendor will include in each invoice a breakdown of the work performed and amounts being invoiced to CITY relating thereto. Invoices will be submitted by email to splotka@miamigov. com or designee as determined by the City. 3. TERM AND TERMINATION. (a) Term. Vendor's engagement under this Agreement will commence on the above Effective Date on this Page 1 and will terminate one (1) year after Effective Date, unless earlier terminated in accordance with the procedures set forth in this Agreement (the "Term"). The City reserves the right to automatically extend this contract for up to one hundred twenty (120) calendar days beyond the stated contract term. Additional extensions over the first one hundred twenty (120) day extension may occur, if, the City and the Vendor are in mutual agreement of such extensions. (b) Termination. Either party may terminate this Agreement for its convenience at any time by providing thirty (30) days prior written notice to the other party. Upon such termination, or at the expiration of this Agreement, Vendor will be paid for the Services satisfactorily completed 1 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 and performed by Vendor on or before the date of termination that have not previously been paid or reimbursed by CITY. (c) Rights and Obligations Upon Termination. Following the termination of this Agreement, or notice thereof, Vendor will fully cooperate with CITY in all matters relating to the winding down of Vendor's pending work on behalf of CITY and the orderly transfer of any such pending work to other Vendors of CITY as may be designated by CITY. Upon termination of this Agreement, or whenever requested by CITY, Vendor will immediately return to CITY all property of CITY, including all items used by Vendor in rendering Services hereunder that may be in Vendor's possession or under Vendor's control. The election by either party to terminate this Agreement in accordance with its terms shall not be deemed an election of remedies, and all other remedies provided by this Agreement or available at law or in equity shall survive any termination. 4. CONTINGENCY CLAUSE. Funding, including funding for in -kind, or other City services for this Agreement is contingent on the availability of funds for the costs to the City of the same and continued authorization for budgeting, program activities, project activities, City in - kind or other services, and this Agreement is subject to amendment or termination due to lack of funds, reduction of funds, failure to budget, allocate, or appropriate funds, and/or change(s) in applicable laws or regulations, upon thirty (30) days written notice. 5. CONFIDENTIAL INFORMATION. All non-public, confidential, or proprietary information of either party, including, but not limited to, specifications, samples, patterns, designs, plans, drawings, documents, data, business operations, customer lists, pricing, discounts, or rebates, disclosed by CITY to Vendor or by Vendor to CITY, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated, or otherwise identified as "confidential," in connection with this Agreement is confidential, solely for the use of performing this Agreement and may not be disclosed or copied unless authorized by the disclosing party in writing or by applicable law. Upon either party's request, the other shall promptly return all documents and other materials received from the other party. Either party shall be entitled to injunctive relief for any violation of this Section. This Section shall not apply to information that is: (a) in the public domain; (b) lawfully known to the Vendor at the time of disclosure with no restrictions of confidentiality; or (c) rightfully obtained by the Vendor on a non - confidential basis from a third party. 6. HIPAA COMPLIANCE. To the extent Vendor access uses, discloses, creates, transmits or stores any patient health information or records, including any that constitute Protected Health Information ("PHI") (as defined under 45 CFR 160.103), it shall comply with all applicable federal and state laws and regulations that have or may become effective during the term of this Agreement, including, but not limited to, the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), and the requirements of any regulations promulgated thereunder. 7. INDEMNIFICATION. Vendor hereby agrees to defend, indemnify and hold, The CITY, its officers, employees, agents and instrumentalities, ("indemnified party") harmless from and against any and all liability, demands, suits, claims, losses, costs, damager, causes of action or proceedings of any kind or nature, penalties, fines and expenses (including court costs and reasonable fees of attorneys and other processionals) including but not limited to personal injury, 2 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 bodily injury, death or property damage, to the extent arising out of, relating to or resulting from the performance of this agreement by the Vendor, it' s employees or subcontractors, agent, servants partners and principals. 8. INSURANCE. Vendor shall furnish the CITY with a certificate of insurance in accordance with Exhibit "B". 9. WARRANTIES. Vendor represents and warrants that: (i) it will perform the Services diligently and in a good, workmanlike, timely and professional manner consistent with the highest industry standards and applicable laws and regulations; (ii) the Services will be performed in strict compliance with Exhibit "A"; (iii) neither the performance of Services nor the use of any Work Product will in any way violate or infringe upon any third party rights, including rights regarding ownership, trade secrets, trademarks, copyright or patents; (iv) the Work Product will (A) perform in accordance with the specifications described in Exhibit "A"; (B) be of good material and workmanship; and (C) be free from material defects; (vi) it has all requisite corporate power and authority to enter into this Agreement and to carry out the transactions contemplated hereby; (vii) the execution, delivery, and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action; and (viii) its entry into this Agreement does not violate or constitute a breach of any agreement to which it is a party or otherwise bound. 10. LEGAL AND REGULATORY COMPLIANCE. (a) Compliance with Law and Reporting. The Parties recognize that this Agreement at all times shall be subject to applicable laws including, but not limited to, U.S. Occupational Safety and Health Administration requirements and Section 6032 of the Deficit Reduction Act of 2005. Vendor and any of its personnel shall also comply with The Joint Commission standards and CITY's policies, rules and procedures, all as are from time to time adopted, authorized, or approved, and as applicable. Vendor will report to the City Manager, in good faith, any activity or conduct that it discovers in performing its obligations hereunder that violates or could violate law or otherwise raises a compliance concern within forty-eight (48) hours of discovery. (b) Access to Books and Records. Vendor agrees to provide to the Comptroller General of the United States, the Department of Health and Human Services ("HHS"), and their duly authorized representatives, upon written request, reasonable access to this Agreement and any related books, documents and records until the expiration of four (4) years after the Services are furnished under this Agreement, for the purpose of evaluating the nature and extent of the costs and Services provided. Vendor also agrees that if subcontractors are used for any of the Services provided under this Agreement at a value of Ten Thousand ($10,000.00) Dollars or more over a twelve (12) month period, the subcontract shall contain a clause to the effect that the organization must make available, upon written request, to HHS, the Comptroller General, or their duly authorized representatives, the subcontract and any related books, documents and records of the organization that are necessary to verify the nature and extent of the costs, until the expiration of four (4) years after the Services are furnished under such subcontract. (c) Prohibition of Kickbacks. Neither Party shall, and no director, officer, employee, shareholder, agent, representative or other person associated with or acting for or on 3 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 behalf of any Party shall directly or indirectly make any contribution, gift, bribe, kickback or other payment (including any political contribution to governmental officials for improper purposes or payments to obtain or retain business) to any person, regardless of form, whether in money, property or services (i) to obtain favorable treatment in securing this Agreement, (ii) to obtain special concessions or for special concessions already obtained for or in respect of the Party in securing this Agreement, or (iii) in any other manner or for any other purpose which violates applicable law. (d) Government Program Eligibility Warranty. Vendor represents that neither Vendor nor any personnel assigned to CITY or a CITY facility hereunder has been excluded, debarred or suspended and is ineligible to participate in any state or federal governmental program (collectively, "Governmental Programs"), is the subject of any investigation regarding its participation in any Governmental Programs and has been convicted of any crime relating to any Governmental Programs. Vendor agrees to notify CITY immediately if Vendor becomes aware of any adverse action related to its eligibility or the eligibility of any personnel assigned to Vendor to participate in Governmental Programs. (e) Equal Employment, Non -Discrimination, and Executive Order. Vendor agrees not to discriminate against any of its employees or applicants because of race, color, age, religion, sex, sexual orientation, national origin, veteran or military status, or qualified disability. Further the Vendor will take affirmative action to employ and advance in employment individuals without regard to race, color, age, religion, sex, sexual orientation, national origin, veteran or military status, or qualified disability and to comply with the rules, regulations, and relevant orders of the Secretary of Labor, and any other applicable laws and executive orders. In the event of the Vendor's noncompliance with this clause, this Agreement may be canceled, terminated, or suspended, in whole or in part, as deemed appropriate by CITY. (f) OSHA Compliance/Health Requirements. All Personnel of Vendor providing Services under this Agreement must meet the OSHA requirements regarding TB and have had an annual Purified Protein Derivative ("PPD"). In addition, Vendor is responsible for all OSHA record keeping for its employees. CITY may, upon request, receive copies of this information. 11. ENTIRE AGREEMENT; MODIFICATIONS. This Agreement, together with any other documents incorporated herein by reference and all related exhibits and schedules, constitutes the sole and entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. No amendments, changes, extensions or modifications to the Agreement shall be valid and binding except if in writing and signed by the Parties. 12. INDEPENDENT VENDOR. Vendor acknowledges and agrees that, during the Term of this Agreement, Vendor is acting solely as an independent Vendor and not as an employee, agent or authorized agent of CITY. Nothing contained in this Agreement is intended to give rise to, or gives rise to, a partnership, joint venture, agency, fiduciary, employment, or other relationship between the Parties or imposes upon the Parties any of the duties or responsibilities 4 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 of partners, joint venturers or employer -employee, beyond the relationship of independent Parties to a commercial contract. 13. OTHER VENDORS; NO EXCLUSIVITY. Vendor acknowledges that this is not an exclusive agreement and that CITY may use other suppliers to provide similar or related services. Nothing herein shall be construed as prohibiting or restricting CITY from independently developing or acquiring goods and services that are competitive with the Services. 14. USE OF NAME; PUBLICITY. Nothing in the Agreement shall vest in Vendor any right or license to use any of the names, trade names, trademarks or service marks of CITY or its Affiliates. Without the express prior written consent of CITY, Vendor shall not make any announcements concerning the matters set forth in this Agreement, use the name or any tradenames, trademarks or service marks of CITY or its Affiliates, or make any reference to CITY or its Affiliates in any advertising or promotional material, letterhead, symbol or logo, or other communication. 15. FORCE MAJEURE. Any delay or failure of either Party to perform its obligations under this Agreement will be excused to the extent that the delay or failure was caused directly by an event beyond such Party's control, without such Party's fault or negligence, and that by its nature could not have been foreseen by such Party or, if it could have been foreseen, was unavoidable (which events may include natural disasters, epidemics, embargoes, explosions, riots, wars, or acts of terrorism) (each, a "Force Majeure Event"). Vendor's financial inability to perform, changes in cost or availability of materials, components, or services, market conditions or supplier actions, or contract disputes will not excuse performance by Vendor under this Section 13. Vendor shall give CITY prompt written notice of any event or circumstance that is reasonably likely to result in a Force Maj eure Event, and the anticipated duration of such Force Maj eure Event. Vendor shall use all diligent efforts to end the Force Majeure Event, ensure that the effects of any Force Majeure Event are minimized and resume full performance under this Agreement. 16. RIGHTS AND REMEDIES CUMULATIVE. Unless expressly stated otherwise in this Agreement, all rights and remedies provided for in this Agreement shall be cumulative and in addition to, and not in lieu of, any other remedies available to either Party at law, in equity or otherwise. 17. NOTICES. All notices, requests, demands and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been given: (i) when delivered in person by hand (with written confirmation of receipt), (ii) upon the earlier of actual receipt by the addressee or three (3) business days after the date mailed, if sent by registered or certified mail (in each case, return receipt requested, postage pre -paid) or (iii) one (1) business day after a Party sends such notice by nationally -recognized overnight courier service (with all fees pre -paid). Notices must be sent to the respective Parties at the following addresses (or to such other address for a Party as shall be specified in a notice given by such Party in accordance with this Section): 5 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 To CITY: Arthur Noriega V City Manager City of Miami 444 S.W. 2nd Avenue, loth Floor Miami, Florida 33130 Victoria Mendez City Attorney City of Miami 444 S.W. 2nd Avenue, 9th Floor Miami, Florida 33130 Annie Perez, CPPO Procurement Director/Chief Procurement Officer City of Miami 444 S.W. 2nd Avenue, 6th Floor Miami, Florida 33130 To Vendor: Biocollections Worldwide, Inc. 5735 NE 2nd Ave. Miami, FL 33137 18. RESOLUTION OF AGREEMENT DISPUTES. Vendor understands and agrees that all disputes between Vendor and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted to the City Manager for his/her resolution, prior to Vendor being entitled to seek judicial relief in connection therewith. In the event that the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000.00), the City Manager's decision shall be approved or disapproved by the City Commission. Vendor shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by the City Commission, if the amount of compensation hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000.00), or (ii) a period of sixty (60) days has expired, after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation, or ninety (90) days if City Manager's decision is subject to City Commission approval); or (iii) City has waived compliance with the procedure set forth in this section by written instruments, signed by the City Manager. In no event may the amount of compensation under this Section exceed the total compensation set forth in Section 4 of this Agreement. The adherence to this Section is the condition precedent to the institution of any civil action by the Vendor against the City. 17. ASSIGNMENT. Vendor may not assign or delegate any of its rights or obligations under the Agreement, including without limitations, by operation of law, merger or change of control, without the prior written consent of CITY. DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 18. SURVIVAL. After this Agreement terminates or expires, the terms of this Agreement that expressly or by their nature contemplate performance after termination or expiration shall survive and continue in full force and effect. 19. NO THIRD -PARTY BENEFICIARIES. This Agreement is for the sole benefit of the Parties hereto and their respective permitted successors and permitted assigns. No provision of this Agreement, express or implied, is intended to or shall confer upon any other person any legal or equitable right, benefit, or remedy of any nature whatsoever. 20. AMERICAN ARBITRATION ASSOCIATION/DISPUTE RESOLUTION. In the event that any dispute shall arise with regard to interpretation or performance of any part of this Agreement, upon mutual future written agreement of the Parties, such matters in controversy may be submitted for arbitration by a single arbiter, in order to give full effect to the intentions of the Parties. In such an event, the Parties hereto, shall be bound by the decision of the arbiter and shall accept any decision the final and binding determination of the matter in dispute, subject only to the rights of appeal as provided in the Federal Arbitration Act. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof and each party shall bear their own attorneys' fees. 21. GOVERNING LAW AND VENUE. This Agreement shall be construed pursuant to the laws of the State of Florida. Venue in any proceedings between the parties shall be in Miami -Dade County, Florida. Each party shall bear its own attorneys' fees. 22. WAIVER. No waiver by any Party of any of the provisions hereof shall be effective unless set forth expressly in writing and signed by a duly authorized representative of the Party so waiving. 23. SEVERABILITY. If any provision of this Agreement shall for any reason, be held to be invalid or unenforceable, the remainder of the Agreement shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law; provided that if the invalidity or unenforceability of such provision causes the remainder of this Agreement to fail of its essential purpose, then either Party may terminate this Agreement upon reasonable notice. 24. COUNTERPARTS; ELECTRONIC SIGNATURES. This Agreement may be executed in counterparts, each of which shall be an original as against either Party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. 25. PUBLIC RECORDS. A. Vendor understands that the public shall have access, at all reasonable times, to all documents and information pertaining to CITY Agreements, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the CITY and the 2 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 public to all documents subject to disclosure under applicable laws. Vendor's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the CITY. B. Vendor shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) keep and maintain public records that ordinarily and necessarily would be required by the CITY to perform this service; (2) upon request from the CITY's custodian of public records, provide the CITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; (3) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if Vendor does not transfer the records to the CITY; (4) upon completion of the contract, transfer, at no cost, to the CITY all public records in possession of the Vendor or keep and maintain public records required by the CITY to perform the service, if the Vendor transfers all public records to the CITY upon completion of the Agreement, the Vendor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements, if the Vendor keeps and maintains public records upon completion of the Agreement, the Vendor shall meet all applicable requirements for retaining public records, all records stored electronically must be provided to the CITY, upon request from the CITY's custodian of public records, in a format that is compatible with the information technology systems of the CITY. Notwithstanding the foregoing, Vendor shall be permitted to retain any public records that make up part of its work product solely as required for archival purposes, as required by law, or to evidence compliance with the terms of the Agreement. C. Should Vendor determine to dispute any public access provision required by Florida Statutes, then Vendor shall do so in accordance with the provisions of Chapter 119, Florida Statutes, at its own expense and at no cost to the CITY. IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS@MIAMIGOV.COM, OR REGULAR EMAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FL, MIAMI, FL 33130. THE VENDOR MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT WHO IS ADMINISTERING THIS CONTRACT. 26. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS. Vendor understands that agreements with local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, record keeping, etc. City and Vendor agree to comply with and observe all such applicable federal, state and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 27. DEFAULT. If Vendor fails to comply materially with any term or condition of this Agreement or fails to perform in any material way any of its obligations hereunder and fails to cure such failure after reasonable notice from the CITY, then Vendor shall be in default. Vendor understands and agrees that termination of this Agreement under this section shall not release Vendor from any obligation accruing prior to the effective date of termination. Upon the occurrence of a default hereunder the CITY, in addition to all remedies available to it by law, may immediately, upon written notice to Provider, terminate this Agreement whereupon all payments, advances, or other compensation paid by the CITY to Vendor while Vendor was in default shall be immediately returned to the CITY. Should Vendor be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, Vendor shall be liable to the CITY for all expenses incurred by the CITY in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the CITY in the re -procurement of the Services, including consequential and incidental damages. 28. EQUITABLE ADJUSTMENT. The CITY' S Procurement Department may, in its sole discretion, make an equitable adjustment in the contract terms and/or pricing if pricing or availability of supply is affected by extreme or unforeseen volatility in the marketplace, that is, by circumstances that satisfy all the following criteria: (1) the volatility is due to circumstances beyond the Vendor's control, (2) the volatility affects the marketplace or industry, not just the particular contract source of supply, (3) the effect on pricing or availability of supply is substantial, and (4) the volatility so affects the Vendor that continued performance of the contract would result in a substantial loss. Vendor might have to supply documentation to justify any requested percentage increase in cost to the CITY. 29. NON -APPROPRIATION OF FUNDS. In the event no fund or insufficient funds are appropriated and budgeted or are otherwise unavailable in any fiscal period for payments due under this contract, then the CITY, upon written notice to the Vendor or its assignee of such occurrence, shall have the unqualified right to terminate the contract without penalty or expense to the CITY. No guarantee, warranty or representation is made that any project(s) will be awarded to any firm(s). 30. COMPLIANCE WITH THE COPELAND "ANTI -KICKBACK" ACT. 1) The Vendor shall comply with 18 U.S.C. §3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this Agreement. 2) The Vendor or subcontractor shall insert in any subcontracts the clause above and such other clauses as the Federal Emergency Management Agency ("FEMA") may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Vendor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses. 3) A breach of the contract clauses above may be grounds for termination of the Agreement, and for debarment as a Vendor and subcontractor as provided in 29 C.F.R. §5.12. 31. COMPLIANCE WITH THE CONTRACT WORK HOURS & SAFETY STANDARDS ACT. DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 1) Overtime Requirements: No Vendor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty (40) hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one half times the basic rate of pay for all hours worked in excess of forty (40) hours in such workweek. 2) Violation; liability for unpaid wages; liquidated damages: In the event of any violation of the clause set forth in paragraph (1) of this section, the Vendor and any subcontractor responsible therefore shall be liable for the unpaid wages. In addition, such Vendor and subcontractor shall be liable to the United States (in case of the work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of $10.00 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty (40) hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section. 3) Withholding for unpaid wages and liquidated damages: The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Vendor or subcontractor under any such contract or any other Federal contract with the same Vendor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Vendor, such sums as may be determined to be necessary to satisfy any liabilities of such Vendor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section. 4) The Vendor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontract. The Vendor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraph (1) through (4) of this section. 32. NOTIFICATION TO PERFORM WORK. The Vendor shall notify the Project Manager when an employee is on the property and for what purpose. 33. EQUAL EMPLOYMENT OPPORTUNITY. During the performance of any resulting contract, the Vendor agrees as follows: 1) The Vendor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Vendor will take affirmative action to ensure that applicants are employed, and the employees are treated during employment without regard to their race, color, religion, sex, 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 Vendor DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2) The Vendor will, in all solicitations or advertisements for employees placed by or on behalf of the Vendor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. 3) The Vendor 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 advising the said labor union or workers' representative of the Vendor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4) The Vendor 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. 5) The Vendor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to its books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigating to ascertain compliance with such rules, regulations, and orders. 6) In the event of the Vendor's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Vendor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions as 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. 7) The Vendor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or order 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 Vendor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: provided, however, that in the event Vendor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Vendor may request the United States to enter into such litigation to protect the interests of the United States. 34. CLEAN AIR ACT. 1) The Vendor 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. 6 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 2) The Vendor agrees to report each violation to the CITY and understands and agrees that the CITY will, in turn, report each violation as required to assure notification to FEMA, and the appropriate Environmental Protection Agency Regional Office. 3) The Vendor agrees to include these requirements in each subcontract exceeding $150,000.00 financed in whole or in part with Federal assistance provided by FEMA. 35. FEDERAL WATER POLLUTION CONTROL ACT 1) The Vendor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C.1251 et seq. 2) The Vendor agrees to report each violation to the CITY and understands and agrees that the CITY will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. 3) The Vendor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. 36. NO OBLIGATION BY FEDERAL GOVERNMENT. The Federal Government is not a party to this Agreement and is not subject to any obligation or liabilities to the non -Federal entity, Vendor, or any other party pertaining to any matter resulting from the Agreement. 37. PROGRAM FRAUD & FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Vendor acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False Claims and Statements) applies to the Vendor's actions pertaining to this Agreement. 38. BYRD ANTI -LOBBYING AMENDMENT, 31 U.S.C. §1352 (AS AMENDED) Bidders who bid for an award of $100,000.00 or more shall 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 shall also disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier, up to the recipient. 39. PROCUREMENT OF RECOVERED MATERIALS. 1) In the performance of this Agreement, the Vendor shall make maximum use of products containing recovered materials that are EPA -designated items unless the product cannot be acquired; DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 a. Competitively within a timeframe providing for compliance with the Agreement performance schedule; b. Meeting contract performance requirements; or c. At a reasonable price. 2) Information about this requirement, along with the list of EPA -designated items, is available at the EPA's Comprehensive Procurement Guidelines web site, https: //www. epa. gov/smm/comprehensive-procurement-guideline- cpg-program. 40. DHS, SEAL, LOGO, AND FLAGS. The Vendor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre -approval. 41. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS. This is an acknowledgement that FEMA financial assistance will be used to fund this Agreement only. The Vendor will comply with all applicable federal law, regulations, executive orders, FEMA policies, procedures, and directives. 42. ACCESS TO RECORDS. 1) The Vendor agrees to provide the CITY, 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 Vendor which are directly pertinent to this Agreement for the purposes of making audits, examinations, excerpts, and transcriptions. 2) The Vendor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. 3) The Vendor agrees to provide the FEMA Administrator or an authorized representatives' access to construction or other work sites pertaining to the work being completed under the Agreement. 43. SUSPENSION AND DEBARMENT. 1) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Vendor is required to verify that none of the Vendor, its principals (defined at 2 C.F.R. §180.995), 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). 2) The Vendor 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. 3) This certification is a material representation of fact relied upon by the CITY. If it is later determined that the Vendor 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 State of Florida, and the CITY, the Federal Government may pursue available remedies, including but not limited to, suspension and/or debarment. 8 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 4) The Vendor agrees 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 Vendor further agrees to include a provision requiring such compliance in its lower tier covered transactions. DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "Vendor" Biocollections Worldwide, Inc ATTEST: a Florida Profit Corporation DocuSigned by: tea. rut -wits By: bbUU3tAbbhGL4b3... Print Name: Sheila C. Fuentes Title: Notary Public State of Florida, HH101585 (Corporate Seal) ATTEST: Coo 9 by: DocuSigned by: By: Sixto Pacheco Print Name: Title: President & CEO (Authorized Corporate Officer) "CITY" City of Miami, a municipal corporation of Florida Todd B. Hannon, CitylerkArthurNoriega V, City Manager APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: ADS/ v Victoria Mendez Matter 21-2677 City Attorney REQUIREMENTS: DocuSigned by: CVALt �c GbwitA) 695uo3 t82: E .. Ann -Marie Sharpe Risk Management Director DocuSign Envelope ID: 1 F67B13F-565E-4F0E-9549-03F389E84096 CORPORATE RESOLUTION (This Resolution needs to authorize the signatory to sign) WHEREAS BioCollections Worldwide, Inc. a Florida •, corporation, desires to enter into an Agreement with the City of Miami for the purpose of performing the work described in the contract to which this resolution is attached; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the bylaws of the corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the President President (company title) and the (company title) are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this 3rd day of January 2022. BioCollestions Worldwide, Inc. ("Contractor") An Florida (State) Corporation �Do ,a oSigned by: nRG0 D M�C1 By: (sign) 427322265E904F2... Print Name: Sixto Pacheco TITLE: President & CEO D uSgned by: 427322265E904F2... Print Name: Sixto Pacheco (sign) DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 EXHIBIT "A" SERVICES DESCRIPTION AND FEE SCHEDULE Schedule of fees: COVID-19 Test Collection Kit inclusive of collection at a designated City Site or Facility: (RT-PCR Diagnostic Panel) $75.00 per sample with results in 24 Hours or Less. DocuSign Envelope ID: 1 F67B13F-565E-4F0E-9549-03F389E84096 EXHIBIT `B" INSURANCE REQUIREMENTS -PROFESSIONAL SERVICES AGREEMENT COVID TESTING I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami listed as an additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit 12 DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 IV. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Retro Date Included Vendor agrees to maintain professional liability/Errors & Omissions coverage for a minimum of 1 year after termination of the contract period subject to continued availability of commercially reasonable terms and conditions of such coverage. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. - - BIOCO-1 ACORO CERTIFICATE OF LIABILITY INSURANCE �� OP ID: L DATE(MM/DD/YYYY) 11 /24/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 954-565-1117 TCC Associates, Inc. PO Box 11975 Fort Lauderdale, FL 33339-1975 Thomas C Cundy, Jr. CONTACT Thomas C Cundy, Jr. PHONE 954-565-1117 FAX 954-565-1131 (A/C, No, Ext): (A/C, No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Evanston Insurance Co 03759 INSURED BioCollections Worldwide, Inc. NE 2 Ave Real Estate Investment Group LLC. 5735 NE 2nd Avenue Miami, FL 33137 INSURER B : Technology Insurance Co INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR W VD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X SM940636 05/07/2021 05/07/2022 EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE X OCCUR DAMAGE TO PREMISES (Ea occurrence) $ 50,000 MED EXP (Anyone person) $ 5,000 PERSONAL & ADV INJURY $ 2,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 4,000,000 PRODUCTS - COMP/OPAGG $ $ AUTOMOBILECOMBINED LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON -OWNED AUTOS ONLY SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ U UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENT ON $ $ B WORKERS COMPENSATION EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N / A X TWC3973869 04/25/2021 04/25/2022 X [MUTE STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT 1,000,000 $ A Professional Liab SM940636 05/07/2021 05/07/2022 Per Claim Aggregate 2,000,000 4,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami is included as an additional insured with respect to General Liability per written contract. Primary and Non -Contributory language is included under the General Liability. Waiver of Subrogation is included under the Workers Compensation policy per written contract. CERTIFICATE HOLDER CANCELLATION CITMIAI City of Miami Dept. Of Procurement 444 SW 2 Ave, 6th Floor Miami„ FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 1 F67B13F-565E-4F0E-9549-03F389E84096 CERTIFICATION REGARDING LOBBYING The undersigned certifies, to the best of his/her knowledge, 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 officers or employee of Congress, or an employee or 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 II 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 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). 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. § 3801 et seq., apply to this certification and disclosure, if any. Signature of Contractor/Contractor's Authorized Official Name and Title of Contractor/Contractor's Authorized Official Date: DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 DIVISION OF CORPORATIONS Dw i1Jf'i of i fti�rg an official 3iale of Florida websiue Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Profit Corporation BIOCOLLECTIONS WORLDWIDE, INC. Filing Information Document Number P00000067584 FEI/EIN Number 59-3657690 Date Filed 07/14/2000 State FL Status ACTIVE Principal Address 5735 NE 2ND AVE. MIAMI, FL 33137 Changed: 01/06/2011 Mailing Address 5735 NE 2ND AVE. MIAMI, FL 33137 Changed: 01/06/2011 Registered Agent Name & Address PACHECO, SIXTO F 5735 NE 2ND AVE. MIAMI, FL 33137 Name Changed: 01/06/2011 Address Changed: 01/06/2011 Officer/Director Detail Name & Address Title President & CEO PACHECO, SIXTO F 5735 NE 2ND AVE. MIAMI, FL 33137 Annual Reports Report Year Filed Date DocuSign Envelope ID: 1F67B13F-565E-4F0E-9549-03F389E84096 2019 02/08/2019 2020 01 /15/2020 2021 01 /28/2021 Document Images 01/28/2021 --ANNUAL REPORT 01/15/2020 -- ANNUAL REPORT 02/08/2019 -- ANNUAL REPORT 01/12/2018 -- ANNUAL REPORT 01/09/2017 -- ANNUAL REPORT 02/04/2016 -- ANNUAL REPORT 01/09/2015 -- ANNUAL REPORT 01/13/2014 -- ANNUAL REPORT 01/25/2013 -- ANNUAL REPORT 01/05/2012 -- ANNUAL REPORT 01/06/2011 -- ANNUAL REPORT 01/06/2010 -- ANNUAL REPORT 03/20/2009 -- ANNUAL REPORT 02/04/2008 -- ANNUAL REPORT 02/02/2007 -- ANNUAL REPORT 01/14/2006 -- ANNUAL REPORT 04/29/2005 -- ANNUAL REPORT 01/06/2004 -- ANNUAL REPORT 05/01/2003 -- ANNUAL REPORT 10/28/2002 -- ANNUAL REPORT 05/16/2001 -- ANNUAL REPORT 07/14/2000 -- Domestic Profit View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations Olivera, Rosemary From: Gandarilla, Aimee Sent: Friday, January 28, 2022 10:47 AM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary; Cabrera, Paola Subject: Executed - Service Agreements BioCollections - matter 21-2677 Attachments: Service Agreements BioCollections.pdf Good morning Todd: Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. aimee candwtifia Procurement Assistant City of Miami Department of Procurement 444 SW 2"d Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F(305) 400-5338 acgandarilla@miamigov.com https://miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Community" If you're not already a Vendor, click on or scan the QR Code to register as a new Vendor for the City of Miami. 1