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HomeMy WebLinkAbout26270AGREEMENT INFORMATION AGREEMENT NUMBER 26270 NAME/TYPE OF AGREEMENT ATKINSREALIS USA INC. DESCRIPTION AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT/CAPITAL IMPROVEMENTS PROGRAM SUPPORT SERVICES/FILE ID: 16372/R-24-0307/MATTER ID: 26-1651 EFFECTIVE DATE August 25, 2026 ATTESTED BY TODD B. HANNON ATTESTED DATE 8/25/2026 DATE RECEIVED FROM ISSUING DEPT. 8/26/2026 NOTE DOCUSIGN AGREEMENT BY EMAIL Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Luis Caseres/Cris Lima NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Atkinsrealis USA Inc. EXT. 1923 IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? TOTAL CONTRACT AMOUNT: $ 7,000,000.00 FUNDING INVOLVED? TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) Amendment No 3 ■ ■ YES YES ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): RFQ 21-22-018 - Capital Improvements Program Support Services NO NO COMMISSION APPROVAL DATE: 07/25/2024 FILE ID: 16372 ENACTMENT NO.: R-24-0307 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT/CHIEF PROCUREMENT OFFICER Reviewed and OK to proceed. Fernando Ponassi August 3, 2026 112:30:32 Annie Perez, CPPO EDT SIGNATURE: ,—DocuSigned t ...4-.;. `-3954eee73cA RISK MANAGEMENT August 3, 2026 1 David Ruiz 12:33:04 EDT SIGNATURE: ,-Signed by: Fr tt1 t `-27395C63182' Signed by: `_s� I BUDGET OFFICE Funding is available as needed upon PO issuance in the seawall August 14, 2026 Marie Gouin 117:24:45 EDT SIGNATURE: projects. OK to proceed LEM 8/14/26/sNRA CITY ATTORNEY Matter ID No. 26- 1651 August 19, 2026 George K. Wysong III 16:34:14 EDT SIGNATURE: �6C Signed by: at-Ol t, ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER August 19, 2026 116:42:06 Erica T. Paschal Darling, CPA EDT SIGNATURE: %,...,...-SE&SD50 —857T6'E9FE ,—DocuSigned b e?,,: P ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS N/A B33' Barbara Hernandez, MPA N/A SIGNATURE: ASSISTANT CITY MANAGER, CHIEF OF INFRASTRUCTURE August 21, 2026 1 Asael Marrero 08:09:46 EDT SIGNATURE: DocuSigned b� COF4AD9AB03 DEPUTY CITY MANAGER August 24, 2026 Natasha Colebrook -Williams 09:39:49 EDT SIGNATURE: ,DocuSigned NIJ.SIA CITY MANAGER August 25, 2026 I1M:37ST SIGNATURE: ,—Signed ` �w�ii/wvV--\1v��tttJ \ CITY CLERK August 25, 2026 ,,,,....IIII,,..ii TO��a I g95) 1 L 52 I SIGNATURE: —Ae8e2562C �DocuSigned b C 'E46D7560DCFE 495... 8B... 4BC.. 45A.. 41 B... 478... 59... PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER PR 26071 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 AMENDMENT OVERVIEW AGREEMENT TITLE: RFQ 21-22-018 Capital Improvements Program Support Services — AtkinsRealis USA, Inc. 1. AWARD DELEGATED AUTHORITY: ❑ Chief Procurement Officer — Authority level of $ ❑ City Manager — Authority level of $ 0 City Commission — RESOLUTION No. 24-0307 2. PROCUREMENT METHOD: 0 RFP/RFQ ❑ IFB ❑ ITB ❑ SOLE SOURCE ❑ PIGGY -BACK ❑ COOPERATIVE ❑ PROFESSIONAL SERVICES UNDER $25,000 3. TYPE OF AGREEMENT: ® PROFESSIONAL SERVICES AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ SOFTWARE AS A SERVICE AGREEMENT ❑ LEASE AGREEMENT ❑ OPERATOR AGREEMENT ❑ CONCESSION AGREEMENT ❑ OTHER (Please explain): 4. IF THIS IS AN AMENDMENT, WHAT IS THE NUMBER OF THE AMENDMENT AND WHAT DOES THIS AMENDMENT DO (INCREASE CAPACITY, CHANGE IN TERMS, ETC) BE SPECIFIC AND INCLUDE THE PAGE NUMBER(S) THAT SPECIFIES WHAT IS BEING AMENDED ON THE CONTRACT. Amendment No. 3 to include language containing contract provisions for Miami Brickell and Coconut Grove Seawalls - Agreement No. 22FRP61 and Miami Seawalls at Morningside/ Shorecrest Neighborhoods - Agreement No. 22FRP58. 5. WAS THE AMENDMENT APPROVED BY THE CITY COMMISSION? ❑ YES 0 NO IF YES, WHAT IS THE RESOLUTION NUMBER? 6. WHAT IS THE SCOPE OF SERVICES? The Consultant shall be responsible for assisting with the administration and management of the City's comprehensive Program. The Services will include, but may not be limited to, specific management oversight of vertical and horizontal projects, which encompass planning, quality control/quality assurance, permitting, and construction activities, as well as related services. The scope and duration of an individual project may extend over multiple years. 7. IF CITYWIDE, WHAT ARE THE MOST FREQUENT USER DEPARTMENTS? Department of Resilience and Public Works and Office of Capital Improvements. 8. IS THE AWARDEE INCUMBENT? N/A 9. IS THE PRICING HIGHER, LOWER OR THE SAME AS THE CURRENT CONTRACT? Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 N/A 10. WHEN DOES THE CURRENT CONTRACT EXPIRE? June 4,2027 11. WHAT WAS THE PREVIOUS SPEND ON THE CURRENT CONTRACT? $4,937,828.00 12.WHAT IS THE METHOD OF AWARD (Group, Item by Item etc.)? Florida Statutes Sec. 287.055, Consultants' Competitive Negotiation Act (CCNA) Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 CITY OF MIAMI OFFICE OF CAPITAL IMPROVEMENTS AMENDMENT NO. 3 TO THE PROFESSIONAL SERVICES AGREEMENT WITH ATKINSREALIS USA, INC. FOR CAPITAL IMPROVEMENTS PROGRAM SUPPORT SERVICES CONTRACT RFQ NO. 21-22-018 This Amendment No. 3 to the Professional Services Agreement dated June 5, 2023 (the "Agreement") between the City of Miami, a municipal corporation of the State of Florida ("City"), and AtkinsRealis USA, Inc. ("Consultant"), a Florida Profit Corporation, for the provision of capital improvements program support services ("Services") for the Office of Capital Improvements ("OCI") is entered into this25th day of August , 2026. RECITALS WHEREAS, pursuant to the City of Miami ("City") Procurement Code Section 18-87 and Request for Qualifications ("RFQ") No. 21-22-018, the City Manager executed an Agreement with Consultant, selected in accordance with Section 287.055 of the Florida Statutes, known as the Consultants' Competitive Negotiation Act ("CCNA") for an amount of $500,000.00; and WHEREAS, on December 5, 2023, Amendment No. 1 increased the capacity to $3,000,000.00, plus $1,000,000.00 per renewal year for the two (2) one (1)-year options to renew; and WHEREAS, on November 26, 2024, Amendment No. 2 increased the capacity to $5,000,000.00, plus $1,000,000.00 per renewal year for the two (2) one (1)-year options to renew; and WHEREAS, the services provided under this Agreement are Federally assisted and comply with Federal Law, Regulations, and Executive Orders; and WHEREAS, the Agreement shall be amended to include language containing contract provisions for Miami Brickell and Coconut Grove Seawalls - Agreement No. 22FRP61 and Miami Seawalls at Morningside/Shorecrest Neighborhoods - Agreement No. 22FRP58 ("Projects"); and WHEREAS, Amendment No. 2 to Agreement No. 22FRP61 and Amendment No. 2 to Agreement No. 22FRP58, both between the Florida Department of Environmental Protection and the City of Miami, shall be added to this Agreement; and WHEREAS, the Consultant has changed its name on October 12, 2023, from Atkins North America, Inc to AtkinsRealis USA, Inc.; and WHEREAS, the name change is reflected in the State of Florida Department of State Division of Corporations; and WHEREAS, the City Commission has adopted Resolution No. 24-0307, which authorizes the City Manager to execute any amendments to the Contract. Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Page 2, Amendment No. 3 to the Professional Services Agreement with AtkinsRealis USA, Inc. for Capital Improvements Program Support Services NOW THEREFORE, in consideration of the foregoing, the parties hereby amend the Agreement as follows: The name of Consultant is AtkinsRealis USA, Inc. Amendment No. 2 to Agreement No. 22FRP61 and Amendment No. 2 to Agreement No. 22FRP58 between Florida Department of Environmental Protection and City Of Miami: The foregoing recitals are true and correct and are hereby incorporated into and made a part of this Agreement. Counterparts; Electronic Signatures This Amendment 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 Amendment shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Amendment (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 Amendment upon request. ALL OTHER TERMS AND CONDITIONS OF THE CONTRACT ARE IN OPERATIVE FORCE AND EFFECT AND REMAIN UNCHANGED. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Page 3, Amendment No. 3 to the Professional Services Agreement with AtkinsReafis USA, Inc. for Capital Improvements Program Support Services IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. ATTEST: AtkinsRealis USA Inc., a Florida Profit Corporation By: Print Name: David Lund Title: Assistant Secretary (Corporate Seal) ;i3-VpLl3 V •. o Rar�9�: SEAL 11- Feb 29, 1960 E. By: Print Name: Kevin Chrisp Title: Senior Market Director (Authorized Corporate Officer) ATTEST: CITY OF MIAMI, a Florida municipal corporation DocuSigned by: B �~ y' C4 eel -45�J. Todd B. Hannon, City Cle APPROVED AS TO INSURANCE REQUIREMENTS Signed by: 'ra tAk L1V7 Signed by: By: Signed by: &&H.CGA478... James Reyes, City Manager APPROVED AS TO LEGAL FORM AND CORRECTNESS Signed by: By: G� av�c i1�l(isal4 111 i2"1� ... y� t97717=8'1= Davi u¢,lnterim Director George ysong III Risk Management Department City Attorney Matter ID 26-1651 r Initial Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Page 4, Amendment No. 3 to the Professional Services Agreement with AtkinsRealis USA, Inc. for Capital Improvements Program Support Services CERTIFICATE OF AUTHORITY (IF CORPORATION OR LLC) I HEREBY CERTIFY that at a meeting of the Board of Directors of AtkinsRealis USA Inc. , a corporation organized and existing under the laws of the State of Florida , held on the 19thday of March , 2026 a resolution was duly passed and adopted authorizing (Name) Kevin Chrisp as (Title) Vice President of the corporation to execute agreements on behalf of the corporation and providing that their execution thereof, attested by the secretary of the corporation, shall be the official act and deed of the corporation. I further certify that said resolution remains in full force and effect. 2026 IN WITNESS WHEREOF, I have hereunto set my hand this 16 day of July Q Assistant Secretary: •� Print: David Lund CERTIFICATE OF AUTHORITY (IF PARTNERSHIP) I HEREBY CERTIFY that at a meeting of the Board of Directors of , a partnership organized and existing under the laws of the State of , held on the _ day of , 20 a resolution was duly passed and adopted authorizing (Name) as (Title) of the partnership to execute agreements on behalf of the partnership and provides that their execution thereof, attested by a partner, shall be the official act and deed of the partnership. I further certify that said partnership agreement remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this , day of 20 Partner: Print: Names and addresses of partners: Name Street Address City State Zip Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Page 5, Amendment No. 3 to the Professional Services Agreement with AtkinsRealis USA, Inc. for Capital Improvements Program Support Services CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures must submit a joint venture agreement indicating that the person signing this Agreement is authorized to sign documents on behalf of the joint venture. If there is no joint venture agreement, each member of the joint venture must sign this Agreement and submit the appropriate Certificate of Authority (corporate, partnership, or individual). CERTIFICATE OF AUTHORITY (IF INDIVIDUAL) I HEREBY CERTIFY that, I (Name) , individually and doing business as (d/b/a) (If Applicable) have executed and am bound by the terms of the Agreement to which this attestation is attached. IN WITNESS WHEREOF, I have hereunto set my hand this day of 20 Signed: Print: NOTARIZATION STATE OF FLORIDA COUNTY OF HILLSBOROUTH The foregoing instrument was acknowledged before me this 16 day of July , 202Q by David Lund to me or who has produced as identification and who (did / did not) take an oath. SIGNATURE OF lad`OTARY PUBLIC STATE OF Florida a r , het U rsw INTED, STAMPED OR TYPED NAME OF NOTARY PUBLIC , who is personally known DAMN LEM URN MY 601411193N #f9I682603 DINES: JUN 02, 2029 Bonded troop lit St* fir Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 AMENDMENT NO. 2 TO AGREEMENT NO. 22FRP61 BETWEEN FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION AND CITY OF MIAMI This Amendment to Agreement No. 22FRP61 (Agreement), as previously amended, is made by and between the Department of Environmental Protection (Department), an agency of the State of Florida, and City of Miami (Grantee), on the date last signed below. WHEREAS, the Department entered into the Agreement with the Grantee for Miami Brickell and Coconut Grove Seawalls (Project), effective August 2, 2023, and amended on June 21, 2024; and, WHEREAS, the Department has requested to add a new deliverable to the Agreement as set forth herein; and, WHEREAS, the Department has requested an update to Attachment 2: Section 7. Match Requirements, Section 15. Financial Assistance and Payment of Invoices to Rural Communities or Rural Areas of Opportunity, and Section 16. Additional Terms to the Agreement as set forth herein; and, WHEREAS, the Department has requested an update to the Performance Measures, Consequences for Non - Performance, Payment Request Schedule, and Project Timeline and Budget Detail in Attachment 3; and, WHEREAS, the DEPARTMENT has requested an update to Attachment 1, Attachment 2, Attachment 3, Attachment 4, Attachment 5, Attachment 6, Attachment 8, Exhibit A and Exhibit H following updates from the Office of the General Counsel or Resilient Florida Program. WHEREAS, other changes to the Agreement are necessary. NOW THEREFORE, the Department and Grantee hereby agree as follows: 1. Section 6. of the Standard Grant Agreement is hereby revised to the following: Department's Grant Manager Name: Katie Hoover Address: 3900 Commonwealth Blvd, MS#230 Tallahassee, Florida 32399 Phone: 850-245-7533 Email: Katharine.L.Hoover@FloridaDEP.gov DEP Agreement No. 22FRP61, Amendment No. 2, Page 1 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 2. Attachment 1-A, Revised Standard Terms and Conditions, is hereby deleted in its entirety and replaced with Attachment 1-B, Second Revised Standard Terms and Conditions, as attached to this Amendment and hereby incorporated into the Agreement. All references in the Agreement to Attachment 1-A shall hereinafter refer to Attachment 1-B, Second Revised Standard Terms and Conditions. 3. Attachment 2-A, Revised Special Terms and Conditions, is hereby deleted in its entirety and replaced with Attachment 2-B, Second Revised Special Terms and Conditions, as attached to this Amendment and hereby incorporated into the Agreement. All references in the Agreement to Attachment 2-A shall hereinafter refer to Attachment 2-B, Second Revised Special Terms and Conditions. 4. Attachment 3-A, Revised Grant Work Plan, is hereby deleted in its entirety and replaced with Attachment 3-B, Second Revised Grant Work Plan, as attached to this Amendment and hereby incorporated into the Agreement. All references in the Agreement to Attachment 3-A shall hereinafter refer to Attachment 3-B, Second Revised Grant Work Plan. 5. Attachment 4, Public Records Requirements, is hereby deleted in its entirety and replaced with Attachment 4-A, Revised Public Records Requirements. All references in the Agreement to Attachment 4 shall hereinafter refer to Attachment 4-A, Revised Public Records Requirements. 6. Attachment 5, Special Audit Requirements, is hereby deleted in its entirety and replaced with Attachment 5- A, Revised Special Audit Requirements, attached hereto and made a part of the Agreement. All references in the Agreement to Attachment 5, shall hereinafter refer to Attachment 5-A, Revised Special Audit Requirements. 7. Attachment 6-A, Revised Program Specific Requirements, is hereby deleted in its entirety and replaced with Attachment 6-B, Second Revised Program Specific Requirements, attached hereto and made a part of the Agreement. All references in the Agreement to Attachment 6-A, shall hereinafter refer to Attachment 6-B, Second Revised Program Specific Requirements. 8. Attachment 8, Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements, is hereby deleted in its entirety and replaced with Attachment 8-A, Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements, attached hereto and made a part of the Agreement. All references in the Agreement to Attachment 8, shall hereinafter refer to Attachment 8-A, Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements. 9. Exhibit A, Progress Report Form, is hereby deleted in its entirety and replaced with Exhibit A-1, Revised Progress Report Form, attached hereto and made a part of the Agreement. All references in the Agreement to Exhibit A shall hereinafter refer to Exhibit A-1, Revised Progress Report Form. 10. Exhibit H-1, Revised Contractual Services Certification, is hereby deleted in its entirety and replaced with Exhibit H-2, Second Revised Contractual Services Certification, attached hereto and made a part of the Agreement. All references in the Agreement to Exhibit H-1, shall hereinafter refer to Exhibit H-2, Second Revised Contractual Services Certification. 11. All other terms and conditions of the Agreement remain in effect. If and to the extent that any inconsistency may appear between the Agreement and this Amendment, the provisions of this Amendment shall control. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK DEP Agreement No. 22FRP61, Amendment No. 2, Page 2 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 The parties agree to the terms and conditions of this Amendment and have duly authorized their respective representatives to sign it on the dates indicated below. CITY OF MIAMI FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION By: ///PLEASE SEE SIGNATURE PAGE BELOW/// By: 2111-- Authorized Representative or Designee Secretary or Designee Arthur Noriega, City Manager Print Name and Title Alex Reed, Director of the Office of Resilience and Coastal Protection Print Name and Title Date: Date: 11/06/2024 List of attachments/exhibits included as part of this Amendment: Specify Type Letter/ Number Description Attachment 1-B Second Revised Standard Terms and Conditions (14 pages) Attachment 2-B Second Revised Special Terms and Conditions (3 pages) Attachment 3-B Second Revised Grant Work Plan (3 pages) Attachment 4-A Revised Public Records Requirements (1 page) Attachment 5-A Revised Special Audit Requirements (6 pages) Attachment 6-B Second Revised Program Specific Requirements (3 pages) Attachment 8-A Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements (6 pages) Exhibit A-1 Revised Progress Report Form (1 page) Exhibit H-2 Second Revised Contractual Services Certification (1 page) DEP Agreement No. 22FRP61, Amendment No. 2, Page 3 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Signed by: ATTEST: L DocuSigned by: E46D7560DCF1459... Todd B. Hannon, caty Clerk Date: CITY OF MIAMI, a municipal corporation of the State of Florida DocuSigned by: 17, 2024 I 10:38:11 EAT. g Noricij�. October 16, 2024 I 16:37:45 EDT y - 850CF6C372DD42A... Arthur Noriega V, City Manager Date: APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: DocuSigned by REQUIREMENTS: ,—DocuSigned by: r 15, 2024 1 18:27:37 EDT October 7, 2024 1 12:50:25 EDT `-88776E9FE88248B '-27395C6318214E7. ueorge 1L. wysong III Date: Ann-ivlarie anarpe, Director Date: City Attorney Risk Management Signed by: c 24-774 and 775 61564/04, ifiWu.aIA, 88B6F9F15BEF4CD... DEP Agreement No. 22FRP61, Amendment No. 2 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION SECOND REVISED STANDARD TERMS AND CONDITIONS APPLICABLE TO GRANT AGREEMENTS ATTACHMENT 1-B 1. Entire Agreement. This Grant Agreement, including any Attachments and Exhibits referred to herein and/or attached hereto (Agreement), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to such subject matter. Any terms and conditions included on Grantee's forms or invoices shall be null and void. 2. Grant Administration. a. Order of Precedence. If there are conflicting provisions among the documents that make up the Agreement, the order of precedence for interpretation of the Agreement is as follows: i. Standard Grant Agreement ii. Attachments other than Attachment 1, in numerical order as designated in the Standard Grant Agreement iii. Attachment 1, Standard Terms and Conditions iv. The Exhibits in the order designated in the Standard Grant Agreement b. All approvals, written or verbal, and other written communication among the parties, including all notices, shall be obtained by or sent to the parties' Grant Managers. All written communication shall be by electronic mail, U.S. Mail, a courier delivery service, or delivered in person. Notices shall be considered delivered when reflected by an electronic mail read receipt, a courier service delivery receipt, other mail service delivery receipt, or when receipt is acknowledged by recipient. If the notice is delivered in multiple ways, the notice will be considered delivered at the earliest delivery time. c. If a different Grant Manager is designated by either party after execution of this Agreement, notice of the name and contact information of the new Grant Manager will be submitted in writing to the other party and maintained in the respective parties' records. A change of Grant Manager does not require a formal amendment or change order to the Agreement. d. This Agreement may be amended, through a formal amendment or a change order, only by a written agreement between both parties. A formal amendment to this Agreement is required for changes which cause any of the following: (1) an increase or decrease in the Agreement funding amount; (2) a change in Grantee's match requirements; (3) a change in the expiration date of the Agreement; and/or (4) changes to the cumulative amount of funding transfers between approved budget categories, as defined in Attachment 3, Grant Work Plan, that exceeds or is expected to exceed twenty percent (20%) of the total budget as last approved by Department. A change order to this Agreement may be used when: (1) task timelines within the current authorized Agreement period change; (2) the cumulative transfer of funds between approved budget categories, as defined in Attachment 3, Grant Work Plan, are less than twenty percent (20%) of the total budget as last approved by Department; (3) changing the current funding source as stated in the Standard Grant Agreement; and/or (4) fund transfers between budget categories for the purposes of meeting match requirements. This Agreement may be amended to provide for additional services if additional funding is made available by the Legislature. e. All days in this Agreement are calendar days unless otherwise specified. 3. Agreement Duration. The term of the Agreement shall begin and end on the dates indicated in the Standard Grant Agreement, unless extended or terminated earlier in accordance with the applicable terms and conditions. The Grantee shall be eligible for reimbursement for work performed on or after the date of execution through the expiration date of this Agreement, unless otherwise specified in Attachment 2, Special Terms and Conditions. However, work performed prior to the execution of this Agreement may be reimbursable or used for match purposes if permitted by the Special Terms and Conditions. Attachment 1-B 1 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 4. Deliverables. The Grantee agrees to render the services or other units of deliverables as set forth in Attachment 3, Grant Work Plan. The services or other units of deliverables shall be delivered in accordance with the schedule and at the pricing outlined in the Grant Work Plan. Deliverables may be comprised of activities that must be completed prior to Department making payment on that deliverable. The Grantee agrees to perform in accordance with the terms and conditions set forth in this Agreement and all attachments and exhibits incorporated by the Standard Grant Agreement. 5. Performance Measures. The Grantee warrants that: (1) the services will be performed by qualified personnel; (2) the services will be of the kind and quality described in the Grant Work Plan; (3) the services will be performed in a professional and workmanlike manner in accordance with industry standards and practices; (4) the services shall not and do not knowingly infringe upon the intellectual property rights, or any other proprietary rights, of any third party; and (5) its employees, subcontractors, and/or subgrantees shall comply with any security and safety requirements and processes, if provided by Department, for work done at the Project Location(s). The Department reserves the right to investigate or inspect at any time to determine whether the services or qualifications offered by Grantee meet the Agreement requirements. Notwithstanding any provisions herein to the contrary, written acceptance of a particular deliverable does not foreclose Department's remedies in the event deficiencies in the deliverable cannot be readily measured at the time of delivery. 6. Acceptance of Deliverables. a. Acceptance Process. All deliverables must be received and accepted in writing by Department's Grant Manager before payment. The Grantee shall work diligently to correct all deficiencies in the deliverable that remain outstanding, within a reasonable time at Grantee's expense. If Department's Grant Manager does not accept the deliverables within 30 days of receipt, they will be deemed rejected. b. Rejection of Deliverables. The Department reserves the right to reject deliverables, as outlined in the Grant Work Plan, as incomplete, inadequate, or unacceptable due, in whole or in part, to Grantee's lack of satisfactory performance under the terms of this Agreement. The Grantee's efforts to correct the rejected deliverables will be at Grantee's sole expense. Failure to fulfill the applicable technical requirements or complete all tasks or activities in accordance with the Grant Work Plan will result in rejection of the deliverable and the associated invoice. Payment for the rejected deliverable will not be issued unless the rejected deliverable is made acceptable to Department in accordance with the Agreement requirements. The Department, at its option, may allow additional time within which Grantee may remedy the objections noted by Department. The Grantee's failure to make adequate or acceptable deliverables after a reasonable opportunity to do so shall constitute an event of default. 7. Financial Consequences for Nonperformance. a. Withholding Payment. In addition to the specific consequences explained in the Grant Work Plan and/or Special Terms and Conditions, the State of Florida (State) reserves the right to withhold payment when the Grantee has failed to perform/comply with provisions of this Agreement. None of the financial consequences for nonperformance in this Agreement as more fully described in the Grant Work Plan shall be considered penalties. b. Invoice reduction If Grantee does not meet a deadline for any deliverable, the Department will reduce the invoice by 1% for each day the deadline is missed, unless an extension is approved in writing by the Department. c. Corrective Action Plan. If Grantee fails to correct all the deficiencies in a rejected deliverable within the specified timeframe, Department may, in its sole discretion, request that a proposed Corrective Action Plan (CAP) be submitted by Grantee to Department. The Department requests that Grantee specify the outstanding deficiencies in the CAP. All CAPs must be able to be implemented and performed in no more than sixty (60) calendar days. i. The Grantee shall submit a CAP within ten (10) days of the date of the written request from Department. The CAP shall be sent to the Department's Grant Manager for review and approval. Within ten (10) days of receipt of a CAP, Department shall notify Grantee in writing whether the CAP proposed has been accepted. If the CAP is not accepted, Grantee shall have ten (10) days from receipt of Department letter rejecting the proposal to submit a revised proposed CAP. Failure to obtain Department approval of a CAP as specified above may result in Department's termination of this Agreement for cause as authorized in this Agreement. ii. Upon Department's notice of acceptance of a proposed CAP, Grantee shall have ten (10) days to commence implementation of the accepted plan. Acceptance of the proposed CAP by Department Attachment 1-B 2 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 does not relieve Grantee of any of its obligations under the Agreement. In the event the CAP fails to correct or eliminate performance deficiencies by Grantee, Department shall retain the right to require additional or further remedial steps, or to terminate this Agreement for failure to perform. No actions approved by Department or steps taken by Grantee shall preclude Department from subsequently asserting any deficiencies in performance. The Grantee shall continue to implement the CAP until all deficiencies are corrected. Reports on the progress of the CAP will be made to Department as requested by Department's Grant Manager. iii. Failure to respond to a Department request for a CAP or failure to correct a deficiency in the performance of the Agreement as specified by Department may result in termination of the Agreement. 8. Payment. a. Payment Process. Subject to the terms and conditions established by the Agreement, the pricing per deliverable established by the Grant Work Plan, and the billing procedures established by Department, Department agrees to pay Grantee for services rendered in accordance with section 215.422, Florida Statutes (F.S.). b. Taxes. The Department is exempted from payment of State sales, use taxes and Federal excise taxes. The Grantee, however, shall not be exempted from paying any taxes that it is subject to, including State sales and use taxes, or for payment by Grantee to suppliers for taxes on materials used to fulfill its contractual obligations with Department. The Grantee shall not use Department's exemption number in securing such materials. The Grantee shall be responsible and liable for the payment of all its FICA/Social Security and other taxes resulting from this Agreement. c. Maximum Amount of Agreement The maximum amount of compensation under this Agreement, without an amendment, is described in the Standard Grant Agreement. Any additional funds necessary for the completion of this Project are the responsibility of Grantee. d. Reimbursement for Costs. The Grantee shall be paid on a cost reimbursement basis for all eligible Project costs upon the completion, submittal, and approval of each deliverable identified in the Grant Work Plan. Reimbursement shall be requested on Exhibit C, Payment Request Summary Form. To be eligible for reimbursement, costs must be in compliance with laws, rules, and regulations applicable to expenditures of State funds, including, but not limited to, the Reference Guide for State Expenditures, which can be accessed at the following web address: https://www.myfloridacfo.com/docs-sf/accounting-and-auditing-libraries/state- agencie s/reference-guide-for-state-expenditure s.pdf. e. Rural Communities and Rural Areas of Opportunity. If Grantee is a county or municipality that qualifies as a "rural community" or "rural area of opportunity" (RAO) as defined in subsection 288.0656(2), F.S., such Grantee may request from the Department that all invoice payments under this Agreement be directed to the relevant county or municipality or to the RAO itself. The Department will agree to Grantee's request if: i. Grantee demonstrates that it is a county or municipality that qualifies as a "rural community" or "rural area of opportunity" under subsection 288.0656(2), F.S.; ii. Grantee demonstrates current financial hardship using one (1) or more of the "economic distress" factors defined in subsection 288.0656(2)(c), F.S.; iii. Grantee's performance has been verified by the Department, which has determined that Grantee is eligible for invoice payments and that Grantee's performance has been completed in accordance with this Agreement's terms and conditions; and iv. Applicable federal and state law(s), rule(s) and regulation(s) allow for such payments. This subsection may not be construed to alter or limit any other applicable provisions of federal or state law, rule, or regulation. A current list of Florida's designated RAOs can be accessed at the following web address: hops://floridaj ob s. org/community-planning-and-development/rural-community-programs/rural-areas-of- opportunity. f. Invoice Detail. All charges for services rendered or for reimbursement of expenses authorized by Department pursuant to the Grant Work Plan shall be submitted to Department in sufficient detail for a proper pre -audit and post -audit to be performed. The Grantee shall only invoice Department for deliverables that are completed in accordance with the Grant Work Plan. g. State Funds Documentation. Pursuant to section 216.1366, F.S., if Contractor meets the definition of a non-profit organization under section 215.97(2)(m), F.S., Contractor must provide the Department with documentation that indicates the amount of state funds: i. Allocated to be used during the full term of the contract or agreement for remuneration to any member of the board of directors or an officer of Contractor. Attachment 1-B 3 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 ii. Allocated under each payment by the public agency to be used for remuneration of any member of the board of directors or an officer of the Contractor. The documentation must indicate the amounts and recipients of the remuneration. Such information must be posted on the State's the contract tracking system and maintained pursuant to section 215.985, F.S., and must be posted on the Contractor's website, if Contractor maintains a website. h. Interim Payments. Interim payments may be made by Department, at its discretion, if the completion of deliverables to date have first been accepted in writing by Department's Grant Manager i. Final Payment Request. A final payment request should be submitted to Department no later than sixty (60) days following the expiration date of the Agreement to ensure the availability of funds for payment. However, all work performed pursuant to the Grant Work Plan must be performed on or before the expiration date of the Agreement. j. Annual Appropriation Contingency. The State's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. This Agreement is not a commitment of future appropriations. Authorization for continuation and completion of work and any associated payments may be rescinded, with proper notice, at the discretion of Department if the Legislature reduces or eliminates appropriations. k. Interest Rates. All interest rates charged under the Agreement shall be calculated on the prevailing rate used by the State Board of Administration. To obtain the applicable interest rate, please refer to: hops://www. myfloridacfo. com/division/aa/local-governments/judgement-interest-rates. 1. Refund of Payments to the Department. Any balance of unobligated funds that have been advanced or paid must be refunded to Department. Any funds paid in excess of the amount to which Grantee or subgrantee is entitled under the terms of the Agreement must be refunded to Department. If this Agreement is funded with federal funds and the Department is required to refund the federal government, the Grantee shall refund the Department its share of those funds. 9. Documentation Required for Cost Reimbursement Grant Agreements and Match. If Cost Reimbursement or Match is authorized in Attachment 2, Special Terms and Conditions, the following conditions apply. Supporting documentation must be provided to substantiate cost reimbursement or match requirements for the following budget categories: a. Salary/Wages. Grantee shall list personnel involved, position classification, direct salary rates, and hours spent on the Project in accordance with Attachment 3, Grant Work Plan in their documentation for reimbursement or match requirements. b. Overhead/Indirect/General and Administrative Costs. If Grantee is being reimbursed for or claiming match for multipliers, all multipliers used (i.e., fringe benefits, overhead, indirect, and/or general and administrative rates) shall be supported by audit. If Department determines that multipliers charged by Grantee exceeded the rates supported by audit, Grantee shall be required to reimburse such funds to Department within thirty (30) days of written notification. Interest shall be charged on the excessive rate. c. Contractual Costs (Subcontractors). Match or reimbursement requests for payments to subcontractors must be substantiated by copies of invoices with backup documentation identical to that required from Grantee. Subcontracts which involve payments for direct salaries shall clearly identify the personnel involved, salary rate per hour, and hours spent on the Project. All eligible multipliers used (i.e., fringe benefits, overhead, indirect, and/or general and administrative rates) shall be supported by audit. If Department determines that multipliers charged by any subcontractor exceeded the rates supported by audit, Grantee shall be required to reimburse such funds to Department within thirty (30) days of written notification. Interest shall be charged on the excessive rate. Nonconsumable and/or nonexpendable personal property or equipment costing $5,000 or more purchased for the Project under a subcontract is subject to the requirements set forth in chapters 273 and/or 274, F.S., and Chapter 69I-72, Florida Administrative Code (F.A.C.) and/or Chapter 69I-73, F.A.C., as applicable. For grants funded with federal funds, nonconsumable and/or nonexpendable personal property or equipment costing $10,000 or more purchased for the Project under a subcontract is subject to the requirements set forth in 2 CFR 200. The Grantee shall be responsible for maintaining appropriate property records for any subcontracts that include the purchase of equipment as part of the delivery of services. The Grantee shall comply with this requirement and ensure its subcontracts issued under this Agreement, if any, impose this requirement, in writing, on its subcontractors. i. For fixed -price (vendor) subcontracts, the following provisions shall apply: The Grantee may award, on a competitive basis, fixed -price subcontracts to consultants/contractors in performing the work described in Attachment 3, Grant Work Plan. Invoices submitted to Department for fixed - Attachment 1-B 4 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 price subcontracted activities shall be supported with a copy of the subcontractor's invoice and a copy of the tabulation form for the competitive procurement process (e.g., Invitation to Bid, Request for Proposals, or other similar competitive procurement document) resulting in the fixed -price subcontract. The Grantee may request approval from Department to award a fixed -price subcontract resulting from procurement methods other than those identified above. In this instance, Grantee shall request the advance written approval from Department's Grant Manager of the fixed price negotiated by Grantee. The letter of request shall be supported by a detailed budget and Scope of Services to be performed by the subcontractor. Upon receipt of Department Grant Manager's approval of the fixed -price amount, Grantee may proceed in finalizing the fixed -price subcontract. ii. If the procurement is subject to the Consultant's Competitive Negotiation Act under section 287.055, F.S. or the Brooks Act, Grantee must provide documentation clearly evidencing it has complied with the statutory or federal requirements. d. Travel. All requests for match or reimbursement of travel expenses shall be in accordance with section 112.061, F.S. e. Direct Purchase Equipment. For grants funded fully or in part with state funds, equipment is defined as capital outlay costing $5,000 or more. For grants funded fully with federal funds, equipment is defined as capital outlay costing $10,000 or more. Match or reimbursement for Grantee's direct purchase of equipment is subject to specific approval of Department, and does not include any equipment purchased under the delivery of services to be completed by a subcontractor. Include copies of invoices or receipts to document purchases, and a properly completed Exhibit B, Property Reporting Form. f. Rental/Lease of Equipment. Match or reimbursement requests for rental/lease of equipment must include copies of invoices or receipts to document charges. g. Miscellaneous/Other Expenses. If miscellaneous or other expenses, such as materials, supplies, non -excluded phone expenses, reproduction, or mailing, are reimbursable or available for match or reimbursement under the terms of this Agreement, the documentation supporting these expenses must be itemized and include copies of receipts or invoices. Additionally, independent of Grantee's contract obligations to its subcontractor, Department shall not reimburse any of the following types of charges: cell phone usage; attorney's fees or court costs; civil or administrative penalties; or handling fees, such as set percent overages associated with purchasing supplies or equipment. h. Land Acquisition. Reimbursement for the costs associated with acquiring interest and/or rights to real property (including access rights through ingress/egress easements, leases, license agreements, or other site access agreements; and/or obtaining record title ownership of real property through purchase) must be supported by the following, as applicable: Copies of Property Appraisals, Environmental Site Assessments, Surveys and Legal Descriptions, Boundary Maps, Acreage Certification, Title Search Reports, Title Insurance, Closing Statements/Documents, Deeds, Leases, Easements, License Agreements, or other legal instrument documenting acquired property interest and/or rights. If land acquisition costs are used to meet match requirements, Grantee agrees that those funds shall not be used as match for any other Agreement supported by State or Federal funds. 10. Status Reports. The Grantee shall submit status reports quarterly, unless otherwise specified in the Attachments, on Exhibit A, Progress Report Form, to Department's Grant Manager describing the work performed during the reporting period, problems encountered, problem resolutions, scheduled updates, and proposed work for the next reporting period. Quarterly status reports are due no later than twenty (20) days following the completion of the quarterly reporting period. For the purposes of this reporting requirement, the quarterly reporting periods end on March 31, June 30, September 30 and December 31. The Department will review the required reports submitted by Grantee within thirty (30) days. 11. Retainage. The following provisions apply if Department withholds retainage under this Agreement: a. The Department reserves the right to establish the amount and application of retainage on the work performed under this Agreement up to the maximum percentage described in Attachment 2, Special Terms and Conditions. Retainage may be withheld from each payment to Grantee pending satisfactory completion of work and approval of all deliverables. b. If Grantee fails to perform the requested work or fails to perform the work in a satisfactory manner, Grantee shall forfeit its right to payment of the retainage associated with the work. Failure to perform includes, but is not limited to, failure to submit the required deliverables or failure to provide adequate documentation that the work was actually performed. The Department shall provide written notification to Grantee of the failure to perform Attachment 1-B 5 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 that shall result in retainage forfeiture. If the Grantee does not correct the failure to perform within the timeframe stated in Department's notice, the retainage will be forfeited to Department. c. No retainage shall be released or paid for incomplete work while this Agreement is suspended. d. Except as otherwise provided above, Grantee shall be paid the retainage associated with the work, provided Grantee has completed the work and submits an invoice for retainage held in accordance with the invoicing procedures under this Agreement. 12. Insurance. a. Insurance Requirements for Sub -Grantees and/or Subcontractors. The Grantee shall require its sub -grantees and/or subcontractors, if any, to maintain insurance coverage of such types and with such terms and limits as described in this Agreement. The Grantee shall require all its sub -grantees and/or subcontractors, if any, to make compliance with the insurance requirements of this Agreement a condition of all contracts that are related to this Agreement. Sub -grantees and/or subcontractors must provide proof of insurance upon request. b. Deductibles. The Department shall be exempt from, and in no way liable for, any sums of money representing a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Grantee providing such insurance. c. Proof of Insurance. Upon execution of this Agreement, Grantee shall provide Department documentation demonstrating the existence and amount for each type of applicable insurance coverage prior to performance of any work under this Agreement. Upon receipt of written request from Department, Grantee shall furnish Department with proof of applicable insurance coverage by standard form certificates of insurance, a self - insured authorization, or other certification of self-insurance. d. Duty to Maintain Coverage. In the event that any applicable coverage is cancelled by the insurer for any reason, or if Grantee cannot get adequate coverage, Grantee shall immediately notify Department of such cancellation and shall obtain adequate replacement coverage conforming to the requirements herein and provide proof of such replacement coverage within ten (10) days after the cancellation of coverage. e. Insurance Trust. If the Grantee's insurance is provided through an insurance trust, the Grantee shall instead add the Department of Environmental Protection, its employees, and officers as an additional covered party everywhere the Agreement requires them to be added as an additional insured. 13. Termination. a. Termination for Convenience. When it is in the State's best interest, Department may, at its sole discretion, terminate the Agreement in whole or in part by giving 30 days' written notice to Grantee. The Department shall notify Grantee of the termination for convenience with instructions as to the effective date of termination or the specific stage of work at which the Agreement is to be terminated. The Grantee must submit all invoices for work to be paid under this Agreement within thirty (30) days of the effective date of termination. The Department shall not pay any invoices received after thirty (30) days of the effective date of termination b. Termination for Cause. The Department may terminate this Agreement if any of the events of default described in the Events of Default provisions below occur or in the event that Grantee fails to fulfill any of its other obligations under this Agreement. If, after termination, it is determined that Grantee was not in default, or that the default was excusable, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of Department. The rights and remedies of Department in this clause are in addition to any other rights and remedies provided by law or under this Agreement. c. Grantee Obligations upon Notice of Termination. After receipt of a notice of termination or partial termination unless as otherwise directed by Department, Grantee shall not furnish any service or deliverable on the date, and to the extent specified, in the notice. However, Grantee shall continue work on any portion of the Agreement not terminated. If the Agreement is terminated before performance is completed, Grantee shall be paid only for that work satisfactorily performed for which costs can be substantiated. The Grantee shall not be entitled to recover any cancellation charges or lost profits. d. Continuation of Prepaid Services. If Department has paid for any services prior to the expiration, cancellation, or termination of the Agreement, Grantee shall continue to provide Department with those services for which it has already been paid or, at Department's discretion, Grantee shall provide a refund for services that have been paid for but not rendered. e. Transition of Services Upon Termination, Expiration, or Cancellation of the Agreement. If services provided under the Agreement are being transitioned to another provider(s), Grantee shall assist in the smooth transition of Agreement services to the subsequent provider(s). This requirement is at a minimum an affirmative obligation to cooperate with the new provider(s), however additional requirements may be outlined in the Grant Attachment 1-B 6 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Work Plan. The Grantee shall not perform any services after Agreement expiration or termination, except as necessary to complete the transition or continued portion of the Agreement, if any. 14. Notice of Default. If Grantee defaults in the performance of any covenant or obligation contained in the Agreement, including, any of the events of default, Department shall provide notice to Grantee and an opportunity to cure that is reasonable under the circumstances. This notice shall state the nature of the failure to perform and provide a time certain for correcting the failure. The notice will also provide that, should the Grantee fail to perform within the time provided, Grantee will be found in default, and Department may terminate the Agreement effective as of the date of receipt of the default notice. 15. Events of Default. Provided such failure is not the fault of Department or outside the reasonable control of Grantee, the following non- exclusive list of events, acts, or omissions, shall constitute events of default: a. The commitment of any material breach of this Agreement by Grantee, including failure to timely deliver a material deliverable, failure to perform the minimal level of services required for a deliverable, discontinuance of the performance of the work, failure to resume work that has been discontinued within a reasonable time after notice to do so, or abandonment of the Agreement; b. The commitment of any material misrepresentation or omission in any materials, or discovery by the Department of such, made by the Grantee in this Agreement or in its application for funding; c. Failure to submit any of the reports required by this Agreement or having submitted any report with incorrect, incomplete, or insufficient information; d. Failure to honor any term of the Agreement; e. Failure to abide by any statutory, regulatory, or licensing requirement, including an entry of an order revoking the certificate of authority granted to the Grantee by a state or other licensing authority; f. Failure to pay any and all entities, individuals, and furnishing labor or materials, or failure to make payment to any other entities as required by this Agreement; g. Employment of an unauthorized alien in the performance of the work, in violation of Section 274 (A) of the Immigration and Nationality Act; h. Failure to maintain the insurance required by this Agreement; i. One or more of the following circumstances, uncorrected for more than thirty (30) days unless, within the specified 30-day period, Grantee (including its receiver or trustee in bankruptcy) provides to Department adequate assurances, reasonably acceptable to Department, of its continuing ability and willingness to fulfill its obligations under the Agreement: i. Entry of an order for relief under Title 11 of the United States Code; ii. The making by Grantee of a general assignment for the benefit of creditors; iii. The appointment of a general receiver or trustee in bankruptcy of Grantee's business or property; and/or iv. An action by Grantee under any state insolvency or similar law for the purpose of its bankruptcy, reorganization, or liquidation. 16. Suspension of Work. The Department may, in its sole discretion, suspend any or all activities under the Agreement, at any time, when it is in the best interest of the State to do so. The Department shall provide Grantee written notice outlining the particulars of suspension. Examples of reasons for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After receiving a suspension notice, Grantee shall comply with the notice. Within 90 days, or any longer period agreed to by the parties, Department shall either: (1) issue a notice authorizing resumption of work, at which time activity shall resume; or (2) terminate the Agreement. If the Agreement is terminated after 30 days of suspension, the notice of suspension shall be deemed to satisfy the thirty (30) days' notice required for a notice of termination for convenience. Suspension of work shall not entitle Grantee to any additional compensation. 17. Force Majeure. The Grantee shall not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of Grantee or its employees or agents contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond Grantee's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to Grantee. In case of any delay Grantee believes is excusable, Grantee shall notify Department in writing of the delay or potential delay and describe the cause of the delay either (1) within ten days after the cause that creates or will create the delay first Attachment 1-B 7 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 arose, if Grantee could reasonably foresee that a delay could occur as a result; or (2) if delay is not reasonably foreseeable, within five days after the date Grantee first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE GRANTEE'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against Department. The Grantee shall not be entitled to an increase in the Agreement price or payment of any kind from Department for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist Grantee shall perform at no increased cost, unless Department determines, in its sole discretion, that the delay will significantly impair the value of the Agreement to Department, in which case Department may: (1) accept allocated performance or deliveries from Grantee, provided that Grantee grants preferential treatment to Department with respect to products subjected to allocation; (2) contract with other sources (without recourse to and by Grantee for the related costs and expenses) to replace all or part of the products or services that are the subject of the delay, which purchases may be deducted from the Agreement quantity; or (3) terminate Agreement in whole or in part. 18. Indemnification. a. The Grantee shall be fully liable for the actions of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless Department and its officers, agents, and employees, from suits, actions, damages, and costs of every name and description arising from or relating to: i. personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Grantee, its agents, employees, partners, or subcontractors; provided, however, that Grantee shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of Department; ii. the Grantee's breach of this Agreement or the negligent acts or omissions of Grantee. b. The Grantee's obligations under the preceding paragraph with respect to any legal action are contingent upon Department giving Grantee: (1) written notice of any action or threatened action; (2) the opportunity to take over and settle or defend any such action at Grantee's sole expense; and (3) assistance in defending the action at Grantee's sole expense. The Grantee shall not be liable for any cost, expense, or compromise incurred or made by Department in any legal action without Grantee's prior written consent, which shall not be unreasonably withheld. c. Notwithstanding sections a. and b. above, the following is the sole indemnification provision that applies to Grantees that are governmental entities: Each party hereto agrees that it shall be solely responsible for the negligent or wrongful acts of its employees and agents. However, nothing contained herein shall constitute a waiver by either party of its sovereign immunity or the provisions of section 768.28, F.S. Further, nothing herein shall be construed as consent by a state agency or subdivision of the State to be sued by third parties in any matter arising out of any contract or this Agreement. d. No provision in this Agreement shall require Department to hold harmless or indemnify Grantee, insure or assume liability for Grantee's negligence, waive Department's sovereign immunity under the laws of Florida, or otherwise impose liability on Department for which it would not otherwise be responsible. Any provision, implication or suggestion to the contrary is null and void. 19. Limitation of Liability. The Department's liability for any claim arising from this Agreement is limited to compensatory damages in an amount no greater than the sum of the unpaid balance of compensation due for goods or services rendered pursuant to and in compliance with the terms of the Agreement. Such liability is further limited to a cap of $100,000. 20. Remedies. Nothing in this Agreement shall be construed to make Grantee liable for force majeure events. Nothing in this Agreement, including financial consequences for nonperformance, shall limit Department's right to pursue its remedies for other types of damages under the Agreement, at law or in equity. The Department may, in addition to other remedies available to it, at law or in equity and upon notice to Grantee, retain such monies from amounts due Grantee as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against it. 21. Waiver. The delay or failure by Department to exercise or enforce any of its rights under this Agreement shall not constitute or be deemed a waiver of Department's right thereafter to enforce those rights, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. Attachment 1-B 8 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 22. Statutory Notices Relating to Unauthorized Employment and Subcontracts. a. The Department shall consider the employment by any Grantee of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If Grantee/subcontractor knowingly employs unauthorized aliens, such violation shall be cause for unilateral cancellation of this Agreement. The Grantee shall be responsible for including this provision in all subcontracts with private organizations issued as a result of this Agreement. b. Pursuant to sections 287.133, 287.134, and 287.137 F.S., the following restrictions apply to persons placed on the convicted vendor list, discriminatory vendor list, or the antitrust violator vendor list: i. Public Entity Crime. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime 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 Grantee, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in section 287.017, F.S., for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. ii. Discriminatory Vendors. 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. iii. Antitrust Violator Vendors. A person or an affiliate who has been placed on the antitrust violator vendor list following a conviction or being held civilly liable for an antitrust violation may not submit a bid, proposal, or reply on any contract to provide any good or services to a public entity; may not submit a bid, proposal, or reply on any 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 leases of real property to a public entity; may not be awarded or perform work as a Grantee, supplier, subcontractor, or consultant under a contract with a public entity; and may not transact new business with a public entity. iv. Notification. The Grantee shall notify Department if it or any of its suppliers, subcontractors, or consultants have been placed on the convicted vendor list, the discriminatory vendor list, or antitrust violator vendor list during the life of the Agreement. The Florida Department of Management Services is responsible for maintaining the discriminatory vendor list and the antitrust violator vendor list and posts the list on its website. Questions regarding the discriminatory vendor list or antitrust violator vendor list may be directed to the Florida Department of Management Services, Office of Supplier Development, at (850) 487-0915. 23. Compliance with Federal, State and Local Laws. a. The Grantee and all its agents shall comply with all federal, state and local regulations, including, but not limited to, nondiscrimination, wages, social security, workers' compensation, licenses, and registration requirements. The Grantee shall include this provision in all subcontracts issued as a result of this Agreement. b. No person, on the grounds of race, creed, color, religion, national origin, age, gender, or disability, shall be excluded from participation in; be denied the proceeds or benefits of; or be otherwise subjected to discrimination in performance of this Agreement. c. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. d. Any dispute concerning performance of the Agreement shall be processed as described herein. Jurisdiction for any damages arising under the terms of the Agreement will be in the courts of the State, and venue will be in the Second Judicial Circuit, in and for Leon County. Except as otherwise provided by law, the parties agree to be responsible for their own attorney fees incurred in connection with disputes arising under the terms of this Agreement. 24. Build America, Buy America Act (BABA) - Infrastructure Projects with Federal Funding. This provision does not apply to Agreements that are wholly funded by Coronavirus State and Local Fiscal Recovery Funds under the American Rescue Plan Act. Also, this provision does not apply where Attachment 1-B 9 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 there is a valid waiver in place. However, the provision may apply to funds expended before the waiver or after expiration of the waiver. If applicable, Recipients or Subrecipients of an award of Federal financial assistance from a program for infrastructure are required to comply with the Build America, Buy America Act (BABA), including the following provisions: a. All iron and steel used in the project are produced in the United States --this means all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States; b. All manufactured products used in the project are produced in the United States -this means the manufactured product was manufactured in the United States; and the cost of the components of the manufactured product that are mined, produced, or manufactured in the United States is greater than 55 percent of the total cost of all components of the manufactured product, unless another standard for determining the minimum amount of domestic content of the manufactured product has been established under applicable law or regulation; and c. All construction materials are manufactured in the United States -this means that all manufacturing processes for the construction material occurred in the United States. The Buy America preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. As such, it does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project but are not an integral part of the structure or permanently affixed to the infrastructure project. 25. Investing in America Grantees of an award for construction projects in whole or in part by the Bipartisan Infrastructure Law or the Inflation Reduction Act, including the following provision: a. Signage Requirements a. Investing in America Emblem: The recipient will ensure that a sign is placed at construction sites supported in whole or in part by this award displaying the official Investing in America emblem and must identify the project as a "project funded by President Biden's Bipartisan Infrastructure Law" or "project funded by President Biden's Inflation Reduction Act" as applicable. The sign must be placed at construction sites in an easily visible location that can be directly linked to the work taking place and must be maintained in good condition throughout the construction period. The recipient will ensure compliance with the guidelines and design specifications provided by EPA for using the official Investing in America emblem available at: https://www.epa.gov/invest/investing-america-signage b. Procuring Signs: Consistent with section 6002 of RCRA, 42 U.S.C. 6962, and 2 CFR 200.323, recipients are encouraged to use recycled or recovered materials when procuring signs. Signage costs are considered an allowable cost under this assistance agreement provided that the costs associated with signage are reasonable. Additionally, to increase public awareness of projects serving communities where English is not the predominant language, recipients are encouraged to translate the language on signs (excluding the official Investing in America emblem or EPA logo or seal) into the appropriate non-English language(s). The costs of such translation are allowable, provided the costs are reasonable. 26. Scrutinized Companies. a. Grantee certifies that it is not on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel. Pursuant to section 287.135, F.S., the Department may immediately terminate this Agreement at its sole option if the Grantee is found to have submitted a false certification; or if the Grantee is placed on the Scrutinized Companies that Boycott Israel List or is engaged in the boycott of Israel during the term of the Agreement. b. If this Agreement is for more than one million dollars, the Grantee certifies that it is also not on the Scrutinized Companies with Activities in Sudan, Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with business operations in Cuba or Syria as identified in section 287.135, F.S. Pursuant to section 287.135, F.S., the Department may immediately terminate this Agreement at its sole option if the Grantee is found to have submitted a false certification; or if the Grantee is placed on the Scrutinized Companies with Activities in Sudan List, or Scrutinized Attachment 1-B 10 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with business operations in Cuba or Syria during the term of the Agreement. c. As provided in subsection 287.135(8), F.S., if federal law ceases to authorize these contracting prohibitions, then they shall become inoperative. 27. Lobbying and Integrity. The Grantee agrees that no funds received by it under this Agreement will be expended for the purpose of lobbying the Legislature or a State agency pursuant to section 216.347, F.S., except that pursuant to the requirements of section 287.058(6), F.S., during the term of any executed agreement between Grantee and the State, Grantee may lobby the executive or legislative branch concerning the scope of services, performance, term, or compensation regarding that agreement. The Grantee shall comply with sections 11.062 and 216.347, F.S. 28. Record Keeping. The Grantee shall maintain books, records and documents directly pertinent to performance under this Agreement in accordance with United States generally accepted accounting principles (US GAAP) consistently applied. The Department, the State, or their authorized representatives shall have access to such records for audit purposes during the term of this Agreement and for five (5) years following the completion date or termination of the Agreement. In the event that any work is subcontracted, Grantee shall similarly require each subcontractor to maintain and allow access to such records for audit purposes. Upon request of Department's Inspector General, or other authorized State official, Grantee shall provide any type of information the Inspector General deems relevant to Grantee's integrity or responsibility. Such information may include, but shall not be limited to, Grantee's business or financial records, documents, or files of any type or form that refer to or relate to Agreement. The Grantee shall retain such records for the longer of: (1) three years after the expiration of the Agreement; or (2) the period required by the General Records Schedules maintained by the Florida Department of State (available at: http://dos.myflorida.com/library-archives/records-management/general-records-schedules f). 29. Audits. a. Inspector General. The Grantee understands its duty, pursuant to section 20.055(5), F.S., to cooperate with the inspector general in any investigation, audit, inspection, review, or hearing. The Grantee will comply with this duty and ensure that its sub -grantees and/or subcontractors issued under this Agreement, if any, impose this requirement, in writing, on its sub -grantees and/or subcontractors, respectively. b. Physical Access and Inspection. Department personnel shall be given access to and may observe and inspect work being performed under this Agreement, with reasonable notice and during normal business hours, including by any of the following methods: i. Grantee shall provide access to any location or facility on which Grantee is performing work, or storing or staging equipment, materials or documents; ii. Grantee shall permit inspection of any facility, equipment, practices, or operations required in performance of any work pursuant to this Agreement; and, iii. Grantee shall allow and facilitate sampling and monitoring of any substances, soils, materials or parameters at any location reasonable or necessary to assure compliance with any work or legal requirements pursuant to this Agreement. c. Special Audit Requirements. The Grantee shall comply with the applicable provisions contained in Attachment 5, Special Audit Requirements. Each amendment that authorizes a funding increase or decrease shall include an updated copy of Exhibit 1, to Attachment 5. If Department fails to provide an updated copy of Exhibit 1 to include in each amendment that authorizes a funding increase or decrease, Grantee shall request one from the Department's Grants Manager. The Grantee shall consider the type of financial assistance (federal and/or state) identified in Attachment 5, Exhibit 1 and determine whether the terms of Federal and/or Florida Single Audit Act Requirements may further apply to lower tier transactions that may be a result of this Agreement. For federal financial assistance, Grantee shall utilize the guidance provided under 2 CFR §200.331 for determining whether the relationship represents that of a subrecipient or vendor. For State financial assistance, Grantee shall utilize the form entitled "Checklist for Nonstate Organizations Recipient/Subrecipient vs Vendor Determination" (form number DFS-A2-NS) that can be found under the "Links/Forms" section appearing at the following website: https:\\apps.fldfs.com\fsaa. d. Proof of Transactions. In addition to documentation provided to support cost reimbursement as described herein, Department may periodically request additional proof of a transaction to evaluate the appropriateness of costs to the Agreement pursuant to State guidelines (including cost allocation guidelines) and federal, if applicable. Allowable costs and uniform administrative requirements for federal programs can be found under 2 CFR 200. The Department may also request a cost allocation plan in support of its multipliers (overhead, indirect, Attachment 1-B 11 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 general administrative costs, and fringe benefits). The Grantee must provide the additional proof within thirty (30) days of such request. e. No Commingling of Funds. The accounting systems for all Grantees must ensure that these funds are not commingled with funds from other agencies. Funds from each agency must be accounted for separately. Grantees are prohibited from commingling funds on either a program -by -program or a project -by -project basis. Funds specifically budgeted and/or received for one project may not be used to support another project. Where a Grantee's, or subrecipient's, accounting system cannot comply with this requirement, Grantee, or subrecipient, shall establish a system to provide adequate fund accountability for each project it has been awarded. i. If Department finds that these funds have been commingled, Department shall have the right to demand a refund, either in whole or in part, of the funds provided to Grantee under this Agreement for non-compliance with the material terms of this Agreement. The Grantee, upon such written notification from Department shall refund, and shall forthwith pay to Department, the amount of money demanded by Department. Interest on any refund shall be calculated based on the prevailing rate used by the State Board of Administration. Interest shall be calculated from the date(s) the original payment(s) are received from Department by Grantee to the date repayment is made by Grantee to Department. ii. In the event that the Grantee recovers costs, incurred under this Agreement and reimbursed by Department, from another source(s), Grantee shall reimburse Department for all recovered funds originally provided under this Agreement and interest shall be charged for those recovered costs as calculated on from the date(s) the payment(s) are recovered by Grantee to the date repayment is made to Department. iii. Notwithstanding the requirements of this section, the above restrictions on commingling funds do not apply to agreements where payments are made purely on a cost reimbursement basis. 30. Conflict of Interest. The Grantee covenants that it presently has no interest and shall not acquire any interest which would conflict in any manner or degree with the performance of services required. 31. Independent Contractor. The Grantee is an independent contractor and is not an employee or agent of Department. 32. Subcontracting. a. Unless otherwise specified in the Special Terms and Conditions, all services contracted for are to be performed solely by Grantee. b. The Department may, for cause, require the replacement of any Grantee employee, subcontractor, or agent. For cause, includes, but is not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with an applicable Department policy or other requirement. c. The Department may, for cause, deny access to Department's secure information or any facility by any Grantee employee, subcontractor, or agent. d. The Department's actions under paragraphs b. or c. shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. The Grantee shall be responsible for the payment of all monies due under any subcontract. The Department shall not be liable to any subcontractor for any expenses or liabilities incurred under any subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under any subcontract. e. The Department will not deny Grantee's employees, subcontractors, or agents access to meetings within the Department's facilities, unless the basis of Department's denial is safety or security considerations. f. The Department supports diversity in its procurement program and requests that all subcontracting opportunities afforded by this Agreement embrace diversity enthusiastically. The award of subcontracts should reflect the full diversity of the citizens of the State. A list of minority -owned firms that could be offered subcontracting opportunities may be obtained by contacting the Office of Supplier Development at (850) 487-0915. g. The Grantee shall not be liable for any excess costs for a failure to perform, if the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both Grantee and the subcontractor(s), and without the fault or negligence of either, unless the subcontracted products or services were obtainable from other sources in sufficient time for Grantee to meet the required delivery schedule. 33. Guarantee of Parent Company. If Grantee is a subsidiary of another corporation or other business entity, Grantee asserts that its parent company will guarantee all of the obligations of Grantee for purposes of fulfilling the obligations of Agreement. In the event Grantee Attachment 1-B 12 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 is sold during the period the Agreement is in effect, Grantee agrees that it will be a requirement of sale that the new parent company guarantee all of the obligations of Grantee. 34. Survival. The respective obligations of the parties, which by their nature would continue beyond the termination or expiration of this Agreement, including without limitation, the obligations regarding confidentiality, proprietary interests, and public records, shall survive termination, cancellation, or expiration of this Agreement. 35. Third Parties. The Department shall not be deemed to assume any liability for the acts, failures to act or negligence of Grantee, its agents, servants, and employees, nor shall Grantee disclaim its own negligence to Department or any third party. This Agreement does not and is not intended to confer any rights or remedies upon any person other than the parties. If Department consents to a subcontract, Grantee will specifically disclose that this Agreement does not create any third - party rights. Further, no third parties shall rely upon any of the rights and obligations created under this Agreement. 36. Severability. If a court of competent jurisdiction deems any term or condition herein void or unenforceable, the other provisions are severable to that void provision, and shall remain in full force and effect. 37. Grantee's Employees, Subcontractors and Agents. All Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under Agreement must comply with all security and administrative requirements of Department and shall comply with all controlling laws and regulations relevant to the services they are providing under the Agreement. 38. Assignment. The Grantee shall not sell, assign, or transfer any of its rights, duties, or obligations under the Agreement, or under any purchase order issued pursuant to the Agreement, without the prior written consent of Department. In the event of any assignment, Grantee remains secondarily liable for performance of the Agreement, unless Department expressly waives such secondary liability. The Department may assign the Agreement with prior written notice to Grantee of its intent to do so. 39. Compensation Report. If this Agreement is a sole -source, public -private agreement or if the Grantee, through this agreement with the State, annually receive 50% or more of their budget from the State or from a combination of State and Federal funds, the Grantee shall provide an annual report, including the most recent IRS Form 990, detailing the total compensation for the entities' executive leadership teams. Total compensation shall include salary, bonuses, cashed -in leave, cash equivalents, severance pay, retirement benefits, deferred compensation, real -property gifts, and any other payout. The Grantee must also inform the Department of any changes in total executive compensation between the annual reports. All compensation reports must indicate what percent of compensation comes directly from the State or Federal allocations to the Grantee. 40. Disclosure of Gifts from Foreign Sources. If the value of the grant under this Agreement is $100,000 or more, Grantee shall disclose to Department any current or prior interest of, any contract with, or any grant or gift received from a foreign country of concern, as defined in section 286.101, F.S., if such interest, contract, or grant or gift has a value of $50,000 or more and such interest existed at any time or such contract or grant or gift was received or in force at any time during the previous 5 years. Such disclosure shall include the name and mailing address of the disclosing entity, the amount of the contract or grant or gift or the value of the interest disclosed, the applicable foreign country of concern and, if applicable, the date of termination of the contract or interest, the date of receipt of the grant or gift, and the name of the agent or controlled entity that is the source or interest holder. If the disclosure requirement is applicable as described above, then within 1 year before applying for any grant, Grantee must also provide a copy of such disclosure to the Department of Financial Services. 41. Food Commodities. To the extend authorized by federal law, the Department, its grantees, contractors and subcontractors shall give preference to food commodities grown or produced in this state when purchasing food commodities, including farm products as defined in section 823.14, F.S., of any class, variety, or use thereof in their natural state or as processed by a farm operation or processor for the purpose of marketing such product. 42. Anti -human Trafficking. Attachment 1-B 13 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 If the Grantee is a nongovernmental entity, the Grantee must provide the Department with an affidavit signed by an officer or a representative of the Grantee under penalty of perjury attesting that the Grantee does not use coercion for labor or services as defined in section 787.06, F.S. 43. Iron and Steel for Public Works Projects. If this Agreement funds a "public works project" as defined in section 255.0993, F.S., or the purchase of materials to be used in a public works project, any iron or steel permanently incorporated in the Project must be "produced in the United States," as defined in section 255.0993, F.S. This requirement does not apply if the Department determines that any of the following circumstances apply to the Project: (1) iron or steel products produced in the United States are not produced in sufficient quantities, reasonably available, or of satisfactory quality; (2) the use of iron or steel products produced in the United States will increase the total cost of the project by more than twenty percent (20%); or (3) complying with this requirement is inconsistent with the public interest. Further, this requirement does not prevent the Contractor's minimal use of foreign steel and iron materials if: (1) such materials are incidental or ancillary to the primary product and are not separately identified in the project specifications; and (2) the "cost" of such materials, as defined in section 255.0993, F.S., does not exceed one -tenth of one percent (1%) of the total Project Cost under this Agreement or $2,500, whichever is greater. Electrical components, equipment, systems, and appurtenances, including supports, covers, shielding, and other appurtenances related to an electrical system that are necessary for operation or concealment (excepting transmission and distribution poles) are not considered to be iron or steel products and are, therefore, exempt from the requirements of this paragraph. This provision shall be applied in a manner consistent with and may not be construed to impair the state's obligations under any international agreement. 44. Complete and Accurate information. Grantee represents and warrants that all statements and information provided to DEP are current, complete, and accurate. This includes all statements and information in this Grant, as well as its Attachments and Exhibits. 45. Execution in Counterparts and Authority to Sign. This Agreement, any amendments, and/or change orders related to the Agreement, may be executed in counterparts, each of which shall be an original and all of which shall constitute the same instrument. In accordance with the Electronic Signature Act of 1996, electronic signatures, including facsimile transmissions, may be used and shall have the same force and effect as a written signature. Each person signing this Agreement warrants that he or she is duly authorized to do so and to bind the respective party to the Agreement. Attachment 1-B 14 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Second Revised Special Terms and Conditions AGREEMENT NO. 22FRP61 ATTACHMENT 2-B These Special Terms and Conditions shall be read together with general terms outlined in the Standard Terms and Conditions, Attachment 1. Where in conflict, these more specific terms shall apply. 1. Scope of Work. The Project funded under this Agreement is Miami Brickell and Coconut Grove Seawalls. The Project is defined in more detail in Attachment 3, Grant Work Plan. 2. Duration. a. Reimbursement Period. The reimbursement period for this Agreement is the same as the term of the Agreement. b. Extensions. There are extensions available for this Project. c. Service Periods. Additional service periods may be added in accordance with 2.a above and are contingent upon proper and satisfactory technical and administrative performance by the Grantee and the availability of funding. 3. Payment Provisions. a. Compensation. This is a cost reimbursement Agreement. The Grantee shall be compensated under this Agreement as described in Attachment 3. b. Invoicing. Invoicing will occur as indicated in Attachment 3. c. Advance Pay. Advance Pay is not authorized under this Agreement. 4. Cost Eligible for Reimbursement or Matching Requirements. Reimbursement for costs or availability for costs to meet matching requirements shall be limited to the following budget categories, as defined in the Reference Guide for State Expenditures, as indicated: Reimbursement Match Category ❑ Salaries/Wages Overhead/Indirect/General and Administrative Costs: © ❑ a. Fringe Benefits, for actual costs not to exceed the budget amount identified in Attachment 3. ❑ ❑ b. Indirect Costs, N/A. ❑X ❑ Contractual (Subcontractors) ❑ ❑ Travel, in accordance with Section 112, F.S. ❑ ❑ Equipment ❑ ❑ Rental/Lease of Equipment ❑ ❑ Miscellaneous/Other Expenses ❑ ❑ Land Acquisition 5. Equipment Purchase. No Equipment purchases shall be funded under this Agreement. 6. Land Acquisition. There will be no Land Acquisitions funded under this Agreement. 7. Match Requirements There is no match required on the part of the Grantee under this Agreement. Attachment 2-B lof3 Rev. 6/27/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 8. Insurance Requirements Required Coverage. At all times during the Agreement the Grantee, at its sole expense, shall maintain insurance coverage of such types and with such terms and limits described below. The limits of coverage under each policy maintained by the Grantee shall not be interpreted as limiting the Grantee's liability and obligations under the Agreement. Grantee shall provide coverage through a self-insurance program established and operating under the laws of Florida. Additional insurance requirements for this Agreement may be required elsewhere in this Agreement, however the minimum insurance requirements applicable to this Agreement are: a. Comprehensive General Liability Insurance. The Grantee shall provide adequate comprehensive general liability insurance coverage and hold such liability insurance at all times during the Agreement. The minimum limits shall be $200,000 for each person and $300,000 per occurrence. b. Commercial Automobile Insurance. If the Grantee's duties include the use of a commercial vehicle, the Grantee shall maintain automobile liability, bodily injury, and property damage coverage. Insuring clauses for both bodily injury and property damage shall provide coverage on an occurrence basis. The minimum limits shall be as follows: $200,000/300,000 Automobile Liability for Company -Owned Vehicles, if applicable $200,000/300,000 Hired and Non -owned Automobile Liability Coverage c. Workers' Compensation. The Grantee shall comply with the workers' compensation requirements of Chapter 440, F.S. d. Other Insurance. None. 9. Quality Assurance Requirements. There are no special Quality Assurance requirements under this Agreement. 10. Retainage. No retainage is required under this Agreement. 11. Subcontracting. The Grantee may subcontract work under this Agreement without the prior written consent of the Department's Grant Manager except for certain fixed -price subcontracts pursuant to this Agreement, which require prior approval. The Grantee shall submit a copy of the executed subcontract to the Department prior to submitting any invoices for subcontracted work. Regardless of any subcontract, the Grantee is ultimately responsible for all work to be performed under this Agreement. 12. State-owned Land. The work will not be performed on State-owned land. 13. Office of Policy and Budget Reporting. There are no special Office of Policy and Budget reporting requirements for this Agreement. 14. Common Carrier. a. Applicable to contracts with a common carrier — firm/person/corporation that as a regular business transports people or commodities from place to place. If applicable, Contractor must also fill out and return PUR 1808 before contract execution. If Contractor is a common carrier pursuant to section 908.111(1)(a), Florida Statutes, the Department will terminate this contract immediately if Contractor is found to be in violation of the law or the attestation in PUR 1808. b. Applicable to solicitations for a common carrier — Before contract execution, the winning Contractor(s) must fill out and return PUR 1808, and attest that it is not willfully providing any service in furtherance of transporting a person into this state knowing that the person unlawfully present in the United States according to the terms of the federal Immigration and Nationality Act, 8 U.S.C. ss. 1101 et seq. The Department will terminate a contract immediately if Contractor is found to be in violation of the law or the attestation in PUR 1808. Attachment 2-B 2 of 3 Rev. 6/27/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 15. Financial Assistance and Payment of Invoices to Rural Communities or Rural Areas of Opportunity This agreement does not provide federal or state financial assistance to a county or municipality that is a rural community or rural area of opportunity as those terms are defined in s. 288.0656(2). 16. Additional Terms. a. Paragraph 8.j. of Attachment 1 is deleted and replaced with a new paragraph 8.j.: A final payment request should be submitted to the Department no later than sixty (60) days following the expiration date of the Agreement to ensure the availability of funds for payment. However, if full or partial funding for this Project is provided by the federal American Rescue Plan Act (State and Local Fiscal Recovery Funds), as administered by the United States Department of the Treasury, a final payment request for any American Rescue Plan Act funding provided by this Agreement shall be submitted to the Department no later than October 31, 2026, unless an extension is granted by the Department in writing, to ensure the availability of funds and adequate time to process payment requests. If the Agreement or Task End Date is extended at any time, this payment request deadline shall still apply. All federal American Rescue Plan Act funds must be fully expended and reimbursed to Grantee Name no later than December 31, 2026, as the funds will no longer be available to the Department after that date. All work performed pursuant to the Grant Work Plan must be performed on or before the expiration date of this Agreement. b. Paragraph 8.i. of Attachment 1 is deleted. Attachment 2-B 3 of 3 Rev. 6/27/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION SECOND REVISED GRANT WORK PLAN AGREEMENT NO. 22FRP61 ATTACHMENT 3-B PROJECT TITLE: Miami Brickell and Coconut Grove Seawalls PROJECT LOCATION: The Project is located in City of Miami within Miami -Dade County, Florida. PROJECT DESCRIPTION: The City of Miami (Grantee) will implement the Miami Brickell and Coconut Grove Seawalls (Project) which includes the design, permitting, and construction of three seawalls in Brickell and Coconut Grove, which is part of a larger Citywide Seawall initiative to armor Miami's shoreline. Rehabilitation/construction of new seawalls is vital to protecting critical city structures within the vicinity of the project area. Work includes rehabilitation or replacing seawalls, and associated work, which may include restoration or reconstruction of outfall pipes; installing tidal valves, manatee grates, riprap, guardrails/signs and 10' bay walk; restoring right-of-way. Task 1: Miami Brickell and Coconut Grove Seawalls The Grantee will complete the following under this Project: Design and Permitting The Grantee will complete the engineering and design of three seawalls, including rehabilitation or replacing seawalls, preparing the shoreline, and restoration or reconstruction of outfall pipes, and obtain all necessary permits for construction of the Project. Design and permitting activities may include coastal or civil engineering analyses, preparation of plans and specifications, physical and environmental surveys, cultural resource surveys, design -level geotechnical services, environmental analyses, orthophotography, plan formulations and other necessary studies for obtaining environmental permits, and other Project - related authorizations. The Grantee will submit all work products to the appropriate local, state, and federal regulatory agencies. The Grantee will perform preconstruction project administration, to include project scope of work determination, planning and development of proposed project(s), design consultant direction and oversight, meetings with design professionals and construction contractor(s) and overall project coordination and supervision. Construction The Grantee will acquire professional services to construct three seawalls, including rehabilitation or replacing seawalls, raising, lining, bursting, clearing and preparing the shoreline, and reconstruction of outfall pipes, in accordance with the construction contract documents. Project costs associated with the Construction task include work approved through construction bids and/or construction -phase engineering and monitoring services contracts. Eligible activities may include mobilization, demobilization, construction observation or inspection services, physical and environmental surveys, and mitigation projects. The Grantee will submit its work products to the appropriate local, state, or federal regulatory agencies. Construction shall be conducted in accordance with all local, state, or federal permits. Project Management activities may include field engineering services, site meetings with construction contractor(s) and design professionals, and overall project coordination and supervision. DEP Agreement No.: 22FRP61 Page 1 of 3 Rev. 9.9.24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Deliverables: The Grantee will submit the following: • 1.1: All final design documents as signed by a Florida -registered Professional Engineer or other applicable Florida Licensed Professional in responsible charge of the design; • 1.2: A copy of final permit documents from all applicable local, state, and federal regulatory agencies for all permits required for the Project. This should include any permits listed in the original project application and as required by Attachment 8; • 1.3: A copy of the record (as -built) drawings; • 1.4: A Certificate of Completion signed by a Florida -registered Professional Engineer or authorized individual in responsible charge of project; • 1.5: Coordinate final site visit with Department and submit the Closeout Site Visit Form received from assigned Field Agent; and • 1.6: Project administration and management report(s) signed by the Grantee's Grant Manager or a Florida -registered Professional Engineer or authorized individual in responsible charge of project. The report(s) must cover the performance period of the task and can be submitted no more frequently than monthly during the performance period of the task. The report(s) must include: o A summary of project administration activities which may also include project and site inspections; o Meeting minutes to all attended meetings, as applicable; and o Field notes, if applicable. PERFORMANCE MEASURES: The Grantee will submit all deliverables for each task to ResilientFloridaGrants@FloridaDEP.gov on or before the Task Due Date listed in the Project Timeline. The Department's Grant Manager will review the deliverable(s) to verify that they meet the specifications in the Grant Work Plan and the task description, to include any work being performed by any subcontractor(s), and will provide written acceptance or non -acceptance of the deliverable(s) to the Grantee within thirty (30) calendar days. Deliverables that the Department determines are not acceptable must be corrected and resubmitted in coordination with the Department's Grant Manager. Tasks may include multiple deliverables to be completed. The Department will accept partial and full deliverables. Incomplete deliverables will not be accepted. A "partial deliverable" is defined as a deliverable consisting of one (1) or more (but not all) subcomponents listed in the deliverable list for a single task, where such subcomponent(s) are delivered to the Department at one hundred percent (100%) completion. A "full deliverable" is defined as a deliverable comprising all subcomponents listed in the deliverable list for a single task, all delivered to the Department at one hundred percent (100%) completion. An "incomplete deliverable" is defined as a deliverable for which one hundred percent (100%) completion has not been achieved for any of the subcomponents listed in the deliverable list for a single task. A task is considered one hundred percent (100%) complete upon the Department's receipt and approval of all deliverable(s) listed within the task and the Department's approval provided by the Deliverable Acceptance Letter. All deliverables must be received by the Task Due Date and accepted by the Department on or before the Agreement's Date of Expiration, or the Consequences for Non -Performance set forth herein shall apply.. CONSEQUENCES FOR NON-PERFORMANCE: For each task deliverable not received and accepted by the Department at one hundred percent (100%) completion on or before the Agreement's Date of Expiration, the Department will reduce the relevant Task Funding Amount(s) paid to Grantee in proportion to the percentage of the deliverable(s) not fully completed. For each task deliverable not received by the Department by the specified Task Due Date listed in the Agreement's most recent Project Timeline, the Department will reduce the relevant Task Funding Amount(s) by 5% per calendar day, which will be imposed until the Department has received the task deliverable. The Consequence for Non -Performance will be applied to and included in the relevant task deliverable's payment request. DEP Agreement No.: 22FRP61 Page 2 of 3 Rev. 9.9.24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PAYMENT REQUEST SCHEDULE: Following the Grantee's full or partial completion of a task's deliverable(s) and acceptance by the Department's Grant Manager, the Grantee may submit a payment request for cost reimbursement using the Exhibit C, Payment Request Summary Form. All payment requests must be accompanied by the Deliverable Acceptance Letter and supporting fiscal documentation including match, if applicable. Interim payments will not be accepted. Payment requests will not be accepted until all required Exhibit A, Progress Report Forms, have been submitted to the Department's Grant Manager for all reporting periods dating back to the Agreement Begin Date. Upon the Department's receipt of the aforementioned documents and supporting fiscal documentation, the Department's Grant Manager will have ten (10) working days to review and approve or deny the payment request. PROJECT TIMELINE AND BUDGET DETAIL: The tasks must be completed by, and all deliverables received by, the corresponding task due date listed in the table below. Cost -reimbursable grant funding must not exceed the budget amounts indicated below. Requests for any change(s) must be submitted prior to the current task due date listed in the Project Timeline. For Projects funded with federal American Rescue Plan Act funds, requests for any change(s) must be submitted to the Department prior to October 1, 2024. Requests are to be sent via email to the Department's Grant Manager, with the details of the request and the reason for the request made clear. Task No. Task Title DEP Amount Task Start Date Task Due Date 1 Miami Brickell and Coconut Grove Seawalls $829,264.50 Upon Execution 6/30/2026 Total: $829,264.50 SALARY AND FRINGE BENEFITS BY TASK: Cost -reimbursable funding or hourly match and fringe rate(s) by position have been established by the Grantees governing board, or Chief Executive Officer and may not exceed those indicated below. Upon submission of each payment request, the Grantee certifies that the hours and fringe rates submitted are accurate, allowable, and actual costs for the Grant Agreement. Upon request by the Department's Grant Manager, additional documentation of hours worked will be provided. Task No. Position Title Hourly Rate Fringe Benefit Rate 1 Assistant Director $101.93 11% Senior Project Manager $98.57 11% Project Manager $75.46 11% Administration $63.26 11% DEP Agreement No.: 22FRP61 Page 3 of 3 Rev. 9.9.24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Revised Public Records Requirements Attachment 4-A 1. Public Records. a. If the Agreement exceeds $35,000.00, and if Grantee is acting on behalf of Department in its performance of services under the Agreement, Grantee must allow public access to all documents, papers, letters, or other material, regardless of the physical form, characteristics, or means of transmission, made or received by Grantee in conjunction with the Agreement (Public Records), unless the Public Records are exempt from section 24(a) of Article I of the Florida Constitution and section 119.07(1), F.S. b. The Department may unilaterally terminate the Agreement if Grantee refuses to allow public access to Public Records as required by law. 2. Additional Public Records Duties of Section 119.0701, F.S., If Applicable. For the purposes of this paragraph, the term "contract" means the "Agreement." If Grantee is a "contractor" as defined in section 119.0701(1)(a), F.S., the following provisions apply and the contractor shall: a. Keep and maintain Public Records required by Department to perform the service. b. Upon request, provide Department with a copy of requested Public Records or allow the Public Records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, F.S., or as otherwise provided by law. c. A contractor who fails to provide the Public Records to Department within a reasonable time may be subject to penalties under section 119.10, F.S. d. Ensure that Public Records that are exempt or confidential and exempt from Public Records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the Public Records to Department. e. Upon completion of the contract, transfer, at no cost, to Department all Public Records in possession of the contractor or keep and maintain Public Records required by Department to perform the service. If the contractor transfers all Public Records to Department upon completion of the contract, the contractor shall destroy any duplicate Public Records that are exempt or confidential and exempt from Public Records disclosure requirements. If the contractor keeps and maintains Public Records upon completion of the contract, the contractor shall meet all applicable requirements for retaining Public Records. All Public Records stored electronically must be provided to Department, upon request from Department's custodian of Public Records, in a format specified by Department as compatible with the information technology systems of Department. These formatting requirements are satisfied by using the data formats as authorized in the contract or Microsoft Word, Outlook, Adobe, or Excel, and any software formats the contractor is authorized to access. f. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, F.S., TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE CONTRACT, CONTACT THE DEPARTMENT'S CUSTODIAN OF PUBLIC RECORDS AT: Telephone: (850) 245-2118 Email: public.services@a,floridadep.gov Mailing Address: Department of Environmental Protection ATTN: Office of Ombudsman and Public Services Public Records Request 3900 Commonwealth Boulevard, MS 49 Tallahassee, Florida 32399 Attachment 4-A 1 of 1 Rev. 4/8/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Revised Special Audit Requirements (State and Federal Financial Assistance) Attachment 5-A The administration of resources awarded by the Department of Environmental Protection (which may be referred to as the "Department", "DEP", "FDEP" or "Grantor'; or other name in the agreement) to the recipient (which may be referred to as the "Recipient'; "Grantee" or other name in the agreement) may be subject to audits and/or monitoring by the Department of Environmental Protection, as described in this attachment. MONITORING In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F-Audit Requirements, and Section 215.97, F.S., as revised (see "AUDITS" below), monitoring procedures may include, but not be limited to, on -site visits by DEP Department staff, limited scope audits as defined by 2 CFR 200.425, or other procedures. By entering into this Agreement, the recipient agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department of Environmental Protection. In the event the Department of Environmental Protection determines that a limited scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instructions provided by the Department to the recipient regarding such audit. The recipient further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer (CFO) or Auditor General. AUDITS PART I: FEDERALLY FUNDED This part is applicable if the recipient is a State or local government or a non-profit organization as defined in 2 CFR §200.330 1. A recipient that expends $1,000,000 or more in Federal awards in its fiscal year, must have a single or program -specific audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F. EXHIBIT 1 to this Attachment indicates Federal funds awarded through the Department of Environmental Protection by this Agreement. In determining the federal awards expended in its fiscal year, the recipient shall consider all sources of federal awards, including federal resources received from the Department of Environmental Protection. The determination of amounts of federal awards expended should be in accordance with the guidelines established in 2 CFR 200.502-503. An audit of the recipient conducted by the Auditor General in accordance with the provisions of 2 CFR Part 200.514 will meet the requirements of this part. 2. For the audit requirements addressed in Part I, paragraph 1, the recipient shall fulfill the requirements relative to auditee responsibilities as provided in 2 CFR 200.508-512. 3. A recipient that expends less than $1,000,000 in federal awards in its fiscal year is not required to have an audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F-Audit Requirements. If the recipient expends less than $1,000,000 in federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of 2 CFR 200, Subpart F-Audit Requirements, the cost of the audit must be paid from non-federal resources (i.e., the cost of such an audit must be paid from recipient resources obtained from other federal entities. 4. The recipient may access information regarding the Catalog of Federal Domestic Assistance (CFDA) via the internet at https://sam.gov/content/assistance-listings. Attachment 5-A 1 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PART II: STATE FUNDED This part is applicable if the recipient is a nonstate entity as defined by Section 215.97(2), Florida Statutes. In the event that the recipient expends a total amount of state financial assistance equal to or in excess of $750,000 in any fiscal year of such recipient (for fiscal years ending June 30, 2017, and thereafter), the recipient must have a State single or project -specific audit for such fiscal year in accordance with Section 215.97, F.S.; Rule Chapter 69I-5, F.A.C., State Financial Assistance; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General. EXHIBIT 1 to this form lists the state financial assistance awarded through the Department of Environmental Protection by this agreement. In determining the state financial assistance expended in its fiscal year, the recipient shall consider all sources of state financial assistance, including state financial assistance received from the Department of Environmental Protection, other state agencies, and other nonstate entities. State financial assistance does not include federal direct or pass -through awards and resources received by a nonstate entity for Federal program matching requirements. 2. In connection with the audit requirements addressed in Part II, paragraph 1; the recipient shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2), Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General. 3. If the recipient expends less than $750,000 in state financial assistance in its fiscal year (for fiscal year ending June 30, 2017, and thereafter), an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required. In the event that the recipient expends less than $750,000 in state financial assistance in its fiscal year, and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the non -state entity's resources (i.e., the cost of such an audit must be paid from the recipient's resources obtained from other than State entities). 4. For information regarding the Florida Catalog of State Financial Assistance (CSFA), a recipient should access the Florida Single Audit Act web site located at https://apps.fldfs.com/fsaa for assistance. In addition to the above websites, the following websites may be accessed for information: Legislature's Website at http://www.leg.state.fl.us/Welcome/index.cfm, State of Florida's website at http://www.myflorida.com/, Department of Financial Services' Website at http://www.fldfs.com/and the Auditor General's Website at http://www.myflorida.com/audgen/. PART III: OTHER AUDIT REQUIREMENTS (NOTE: This part would be used to sped any additional audit requirements imposed by the State awarding entity that are solely a matter of that State awarding entity's policy (i. e., the audit is not required by Federal or State laws and is not in conflict with other Federal or State audit requirements). Pursuant to Section 215.97(8), Florida Statutes, State agencies may conduct or arrange for audits of State financial assistance that are in addition to audits conducted in accordance with Section 215.97, Florida Statutes. In such an event, the State awarding agency must arrange for funding the full cost of such additional audits.) PART IV: REPORT SUBMISSION 1. Copies of reporting packages for audits conducted in accordance with 2 CFR Part 200, Subpart F-Audit Requirements, and required by PART I of this form shall be submitted, when required by 2 CFR 200.512, by or on behalf of the recipient directly to the Federal Audit Clearinghouse (FAC) as provided in 2 CFR 200.36 and 200.512 A. The Federal Audit Clearinghouse designated in 2 CFR §200.501(a) (the number of copies required by 2 CFR §200.501(a) should be submitted to the Federal Audit Clearinghouse), at the following address: Attachment 5-A 2 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 By Mail: Federal Audit Clearinghouse Bureau of the Census 1201 East loth Street Jeffersonville, IN 47132 Submissions of the Single Audit reporting package for fiscal periods ending on or after January 1, 2008, must be submitted using the Federal Clearinghouse's Internet Data Entry System which can be found at http://harvester.census.gov/facweb/ 2. Copies of financial reporting packages required by PART II of this Attachment shall be submitted by or on behalf of the recipient directly to each of the following: A. The Department of Environmental Protection at one of the following addresses: By Mail: Audit Director Florida Department of Environmental Protection Office of Inspector General, MS 40 3900 Commonwealth Boulevard Tallahassee, Florida 32399-3000 Electronically: FDEPSingleAuditgdep. state.fl.us B. The Auditor General's Office at the following address: Auditor General Local Government Audits/342 Claude Pepper Building, Room 401 111 West Madison Street Tallahassee, Florida 32399-1450 The Auditor General's web site (http://flauditor.gov/) provides instructions for filing an electronic copy of a financial reporting package. 3. Copies of reports or management letters required by PART III of this Attachment shall be submitted by or on behalf of the recipient directly to the Department of Environmental Protection at one of the following addresses: By Mail: Audit Director Florida Department of Environmental Protection Office of Inspector General, MS 40 3900 Commonwealth Boulevard Tallahassee, Florida 32399-3000 Electronically: FDEPSingleAudit(a,dep.state.fl.us 4. Any reports, management letters, or other information required to be submitted to the Department of Environmental Protection pursuant to this Agreement shall be submitted timely in accordance with 2 CFR 200.512, section 215.97, F.S., and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General, as applicable. Attachment 5-A 3 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 5. Recipients, when submitting financial reporting packages to the Department of Environmental Protection for audits done in accordance with 2 CFR 200, Subpart F-Audit Requirements, or Chapters 10.550 (local governmental entities) and 10.650 (non and for -profit organizations), Rules of the Auditor General, should indicate the date and the reporting package was delivered to the recipient correspondence accompanying the reporting package. PART V: RECORD RETENTION The recipient shall retain sufficient records demonstrating its compliance with the terms of the award and this Agreement for a period of five (5) years from the date the audit report is issued, and shall allow the Department of Environmental Protection, or its designee, Chief Financial Officer, or Auditor General access to such records upon request. The recipient shall ensure that audit working papers are made available to the Department of Environmental Protection, or its designee, Chief Financial Officer, or Auditor General upon request for a period of three (3) years from the date the audit report is issued, unless extended in writing by the Department of Environmental Protection. Attachment 5-A 4 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 EXHIBIT —1 FUNDS AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: Note: If the resources awarded to the recipient represent more than one federal program, provide the same information shown below for each federal program and show total federal resources awarded Federal Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following: Federal Program A Federal Agency CFDA Number CFDA Title Funding Amount State Appropriation Category Amendment 2 U.S. Department of Treasury 21.027 SLFRP0125 $829,264.50 152-D22 Federal Program B Federal Agency CFDA Number CFDA Title Funding Amount State Appropriation Category $ Note: Of the resources awarded to the recipient represent more than one federal program, list applicable compliance requirements for each federal program in the same manner as shown below: Federal Program A First Compliance requirement: i.e.: (what services of purposes resources must be used for) Second Compliance requirement: i.e.:(eligibility requirement for recipients of the resources) Etc. Etc. Federal Program B First Compliance requirement: i.e.: (what services of purposes resources must be used for) Second Compliance requirement: i.e.: (eligibility requirement for recipients of the resources) Etc. Etc. Attachment 5-A, Exhibit 1 5 of 6 BGS-DEP 55-215 Revised 7/2019 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Note: If the resources awarded to the recipient for matching represent more than one federal program, provide the same information shown below for each ederal program and show total state resources awarded for matching. State Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following Matching Resources for Federal Programs: Federal Program A Federal Agency CFDA CFDA Title Funding Amount State Appropriation Category Federal Program B Federal Agency CFDA CFDA Title Funding Amount State Appropriation Category Note: If the resources awarded to the recipient represent more than one state project, provide the same information shown below for each state project and show total state financial assistance awarded that is subject to section 215.97, F.S. State Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following Resources Subject to Section 215.97, F.S.: State Program A State Awarding Agency State Fiscal Year' CSFA Number CSFA Title or Funding Source Description Funding Amount State Appropriation Category State Program B State Awarding Agency State Fiscal Year2 CSFA Number CSFA Title or Funding Source Description Funding Amount State Appropriation Category Total Award $829,264.50 Note: List applicable compliance requirement in the same manner as illustrated above for federal resources. For matching resources provided by the Department for DEP for federal programs, the requirements might be similar to the requirements for the applicable federal programs. Also, to the extent that different requirements pertain to different amount for the non-federal resources, there may be more than one grouping (i.e. 1, 2, 3, etc.) listed under this category. For each program identified above, the recipient shall comply with the program requirements described in the Catalog of Federal Domestic Assistance (CFDA) [https://sam.gov/content/assistance-listings] and/or the Florida Catalog of State Financial Assistance (CSFA) [https://apps.fldfs.com/fsaa/searchCatalog.aspx], and State Projects Compliance Supplement (Part Four: State Projects Compliance Supplement [https://apps.fldfs.com/fsaa/state_project_compliance.aspx]. The services/purposes for which the funds are to be used are included in the Agreement's Grant Work Plan. Any match required by the Recipient is clearly indicated in the Agreement. ' Subject to change by Change Order. 2 Subject to change by Change Order. Attachment 5-A, Exhibit 1 6 of 6 BGS-DEP 55-215 Revised 7/2019 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION SECOND REVISED PROGRAM -SPECIFIC REQUIREMENTS RESILIENT FLORIDA PROGRAM ATTACHMENT 6-B General 1. Deliverable and Payment Request Submissions. All grant deliverables and payment requests (Exhibit C) must be submitted to ResilientFloridaGrants@FloridaDEP.gov. 2. Contractual Services. For all grant agreements that include Contractual Services as an expenditure category, the Grantee must submit Exhibit H, Contractual Services Certification, and all required supporting documentation for all contractors conducting work under the grant agreement, prior to submitting a payment request for contractual services. 3. Grantee Match Form. If the grant agreement includes match requirements in Attachment 2, the Grantee must submit the Grantee Match Form upon execution of the grant agreement and at any time there are changes to the match funding amount and/or funding source throughout the grant agreement period. 4. Project Photos. The Grantee must submit Exhibit G, Photo Release Form, with the first submission of deliverables and reports (Exhibit A and F) that include photos. 5. DEP Logo and Funding Source Disclaimer. The final Vulnerability Assessment Report, Adaptation Plan report or document, and any permanent signage created for an implementation project included on the Statewide Flooding and Sea Level Rise Resilience Plan must include the Department's logo (which can be found on the Department's website at: https://floridadep.gov or by contacting the Grant Manager for a copy) as well as the following language: "This work was funded in part through a grant agreement from the Florida Department of Environmental Protection's Office of Resilience and Coastal Protection Resilient Florida Program. The views, statements, findings, conclusions, and recommendations expressed herein are those of the author(s) and do not necessarily reflect the views of the State of Florida or any of its subagencies." 6. Final Project Report. The Grantee must submit Exhibit F, Final Project Report Form, prior to requesting final payment. The Final Project Report may be submitted in lieu of the fmal Exhibit A, Progress Report Form, only in instances where the next quarterly progress report falls after the Agreement's Date of Expiration. For grants funded with American Rescue Plan Act (ARPA) Funds that are not completed by the Agreement's Date of Expiration, Exhibit F must also be submitted to ResilientFloridaGrants@FloridaDEP.gov upon completion of the project, which may be after the Agreement's Date of Expiration. 7. Copyright, Patent and Trademark. The Department reserves a royalty -free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for state government purposes: a. The copyright in any work developed under this Agreement; and b. Any rights or copyright to which the Grantee or subcontractor purchases ownership with grant support. 8. Geographic Information System (GIS) files and associated metadata. All GIS files and associated metadata must adhere to the Resilient Florida Program's GIS Data Standards (found on the Resilient Florida Program web site: hops://floridadep.gov/rcp/resilient-florida-program/documents/resilient-florida-program-gis-data- standards), and raw data sources shall be defined within the associated metadata. Rev. 9.9.24 Attachment 6-B Page 1 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 9. Program Deliverable Acceptance and Disclaimer. The Department's acceptance of any specific project's task deliverables required by that project's Resilient Florida Program grant agreement, does not guarantee the Department's acceptance of the same or similar task deliverables, as required by a different Resilient Florida Program grant agreement, notwithstanding the Grantee(s) and/or project(s) at issue being the same or similar. The Department will review and accept all deliverables individually, pursuant to the terms and conditions of each grant agreement for which they are submitted, including Attachment 3, Grant Work Plan. The Department's acceptance of a specific deliverable does not constitute the Department's confirmation that the conclusions or statements made within said deliverable are truthful or accurate, including, but not limited to, claims of scientific validity and the certification of engineering practices. If a dispute arises between the Department and Grantee regarding the veracity of a specific deliverable's content, the Department may request that the Grantee provide additional documentation (e.g., a certification statement signed and sealed by a licensed Professional Engineer), verifying that the conclusions or statements at issue are true and correct to the best of the Grantee's knowledge, prior to the Department's acceptance of said deliverable. 10. Sunshine Law Compliance. As per Paragraph 23 to Attachment 1, Standard Terms and Conditions, the Grantee is solely responsible for ensuring that its actions (and those of its agents) under the Agreement are made in compliance with Section 286.011, Florida Statutes —Florida's Govemment in the Sunshine Law —where applicable. Implementation Grants 11. Sea Level Impact Projection Study Requirement. If a state -funded construction project is located within an area where a Sea Level Impact Protection (SLIP) study is required pursuant to Section 380.0937, Florida Statutes, the Grantee is responsible for conducting such a SLIP study and submitting the resulting report to the Department. The SLIP study report must be received by the Department, approved by the Department, and published on the Department's website for at least thirty (30) days before construction can commence. Upon submission to the Department, SLIP study reports must meet all relevant statutory requirements, as well as the standards and criteria indicated in Chapter 62S-7, Florida Administrative Code. 12. Permits. The Grantee acknowledges that receipt of this grant does not imply nor guarantee that a federal, state, or local permit will be issued for a particular activity. The Grantee agrees to ensure that all necessary permits are obtained prior to implementation of any grant -funded activity that may fall under applicable federal, state, or local laws. Further, the Grantee shall abide by all terms and conditions of each applicable permit for any grant -funded activity. Upon request, the Grantee must provide a copy of all required, acquired, and approved permits for the project. 13. Grant funds may not be used to support ongoing efforts to comply with certain legal requirements or actions that were unanticipated, non-existent, or unknown to the Department at the time of this Agreement's execution, including regulatory and permit compliance requirements, non-compliance and citation fees, fees resulting from unanticipated permit conditions, settlement agreements, and compliance with formal or informal enforcement actions to resolve violations of applicable rules and statutes (including consent orders, Closed Without Official Enforcement agreements, and similar enforcement actions). Grant funds may be utilized to support ongoing efforts to comply with permit -required conditions, as approved by the Resilient Florida Program (e.g., pre-, during-, and post -construction monitoring and mitigation efforts). Grants Funded with American Rescue Plan Act (ARPA) Funds 14. Match Expenditure Monitoring. For any match -funded deliverable(s) identified in Attachment 3, Grant Work Plan, not accepted by the Department by the Date of Expiration listed in Section 3 to the Standard Grant Agreement (as modified by any properly executed amendment(s), as applicable), the Grantee must submit Exhibit M, Match Expenditure Monitoring Form, to the Department prior to ARPA-funded grant closeout to Rev. 9.9.24 Attachment 6-B Page 2 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 identify all remaining deliverable(s) which are to be completed solely using Grantee match funding. Failure to submit Exhibit M and all remaining Project deliverables to the Department, as well as meet the Match Requirements identified in Section 7 to Attachment 2, may hinder the Grantee's chances of receiving future grant awards from the Resilient Florida Program. Rev. 9.9.24 Attachment 6-B Page 3 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 ATTACHMENT 8-A Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements The Department, as a Non -Federal Entity as defined by 2 CFR §200.69, shall comply with the following provisions, where applicable. For purposes of this Grant Agreement between the Department and the Grantee, the term "Recipient" shall mean "Grantee." Further, the Department, as a pass -through entity, also requires the Grantee to pass on these requirements to all lower tier subrecipients/contractors, and to comply with the provisions of the award, the SLFRF implementing regulation, including applicable provisions of the OMB Uniform Guidance (2 CFR Part 200), and all associated terms and conditions. Therefore, Grantees must include these requirements in all related subcontracts and/or sub - awards. Grantees can include these requirements by incorporating this Attachment in the related subcontract and/or sub -awards, however for all such subcontracts and sub -awards, the Grantee shall assume the role of the Non -Federal Entity and the subrecipients shall assume the role of the Recipient. 2 CFR PART 200 APPENDIX 2 REQUIREMENTS 1. Administrative, Contractual, and Legal Remedies The following provision is required if the Agreement is for more than $150,000. In addition to any of the remedies described elsewhere in the Agreement, if the Recipient materially fails to comply with the terms and conditions of this Contract, including any Federal or State statutes, rules, or regulations, applicable to this Contract, the Non - Federal Entity may take one or more of the following actions. A. Temporarily withhold payments pending correction of the deficiency by the Recipient. B. Disallow (that is, deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance. C. Wholly or partly suspend or terminate this Contract. D. Take other remedies that may be legally available. The remedies identified above, do not preclude the Recipient from being subject to debarment and suspension under Presidential Executive Orders 12549 and 12689. The Non -Federal entity shall have the right to demand a refund, either in whole or part, of the funds provided to the Recipient for noncompliance with the terms of this Agreement. 2. Termination for Cause and Convenience Termination for Cause and Convenience are addressed elsewhere in the Agreement. 3. Equal Opportunity Clause The following provision applies if the agreement meets the definition of "federally assisted construction contract" as defined by 41 CFR Part 60-1.3: During the performance of this Agreement, the Recipient agrees as follows: A. The Recipient will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Recipient 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: i. 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 Recipient 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. B. The Recipient will, in all solicitations or advertisements for employees placed by or on behalf of the Recipient, 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 Recipient 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 Attachment 8-A 1 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 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 Recipient's legal duty to furnish information. D. The Recipient will send to each labor union or representative of workers with which he has a collective bargaining agreement or other Agreement or understanding, a notice to be provided advising the said labor union or workers' representatives of the Recipient's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. E. The Recipient 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 Recipient 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 his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. G. In the event of the Recipient'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 Recipient 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 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 Recipient will include the portion of the sentence immediately preceding paragraph (1) and 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 Recipient will take such action with respect to any subcontractor purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance. 4. Contract Work Hours and Safety Standards Act Where applicable, if the Agreement is in excess of $100,000 and involves the employment of mechanics or laborers, the Recipient must comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each Recipient must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 5. Rights to Inventions Made Under Agreement If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the Non- Federal Entity 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 Non -Federal Entity 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. 6. Clean air Act (42 U.S. C. 7401-7671q.), the Federal Water Pollution Control Act (33 U.S.C. 1251- 1387), and EPA Regulations If the Agreement is in excess of $100,000, the Recipient shall comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Rev. 6/27/2024 Attachment 8-A 2 of 6 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Act as amended (33 U.S.C. 1251-1387), and by the EPA (40 CFR Part 15). Violations must be reported to the Federal Awarding Agency and the Regional Office of the Environmental Protection Agency (EPA). i. The Grantee shall include these requirements for the Clean Air Act and the Federal Water Pollution Act in each subcontract exceeding $100,000 financed in whole or in part with SLFRF funds. 7. Debarment and Suspension (Executive Orders 12549 and 12689) The Recipient certifies that it is not listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 and 2 CF 1200 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." 8. Byrd Anti -Lobbying Amendment (31 U.S.C. 1352) The Recipient certifies 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. If applicable, the Recipient shall disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award, using form SF-LLL, available at: hops://apply07.grants.gov/apply/forms/sample/SFLLL_1_2_P-V 1.2.pdf. i. Grantees who apply or bid for an award of $100,000 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. 9. Procurement of Recovered Materials The Recipient must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act as described in 2 CFR part 200.322. 10. Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment The Recipients and subrecipients are prohibited from obligating or expending loan or grant funds to procure or obtain; extend or renew a contract to procure or obtain; or enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as partof any system. See Section 889 of Public Law 115-232 (National Defense Authorization Act 2019). Also, see 2 CFR 200.216 and 200.471. 11. Domestic Preferences for Procurement The Recipients and subrecipients must, to the greatest extent practical, give preference to the purchase, acquisition, or use of goods, products, or materials produced in the United States in accordance with 2 CFR 200.322. ADMINISTRATIVE 1. General Federal Regulations Recipients shall comply with the regulations listed in 2 CFR 200, 48 CFR 31, and 40 U.S.C. 1101 et seq. 2. Rights to Patents and Inventions Made Under a Contract or Agreement Rights to inventions made under this assistance agreement are subject to federal patent and licensing regulations, which are codified at Title 37 CFR Part 401 and Title 35 U.S.C. 200 through 212. 3. Compliance with the Trafficking Victims Protection Act of 2000 (2 CFR Part 175) Recipients, their employees, subrecipients under this award, and subrecipients' employees may not: A. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; B. Procure a commercial sex act during the period of time that the award is in effect; or C. Use forced labor in the performance of the award or subawards under the award. 4. Whistleblower Protection Recipients shall comply with U.S.C. §4712, Enhancement of Recipient and Subrecipient Employee Whistleblower Protection. This requirement applies to all awards issued after July 1, 2013 and effective December 14, 2016 has been permanently extended (Public Law (P.L.) 114-261). Attachment 8-A 3 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 A. This award, related subawards, and related contracts over the simplified acquisition threshold and all employees working on this award, related subawards, and related contracts over the simplified acquisition threshold are subject to the whistleblower rights and remedies in the pilot program on award recipient employee whistleblower protections established at 41 U.S.C. 4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (P.L. 112-239). B. Recipients, their subrecipients, and their contractors awarded contracts over the simplified acquisition threshold related to this award, shall inform their employees in writing, in the predominant language of the workforce, of the employee whistleblower rights and protections under 41 U.S.C. 4712. C. The Recipient shall insert this clause, including this paragraph C, in all subawards and in contracts over the simplified acquisition threshold related to this award; best efforts should be made to include this clause, including this paragraph C in any subawards and contracts awarded prior to the effective date of this provision. 5. Notification of Termination (2 CFR § 200.340) In accordance with 2 CFR § 200.340, in the event that the Agreement is terminated prior to the end of the period of performance due to the Recipient's or subcontractor's material failure to comply with Federal statutes, regulations or the terms and conditions of this Agreement or the Federal award, the termination shall be reported to the Office of Management and Budget (OMB) -designated integrity and performance system, accessible through System for Award Management (SAM) currently the Federal Awardee Performance and Integrity Information System (FAPIIS). The Non -Federal Entity will notify the Recipient of the termination and the Federal requirement to report the termination in FAPIIS. See 2 CFR § 200.340 for the requirements of the notice and the Recipient's rights upon termination and following termination. 6. Additional Lobbying Requirements A. The Recipient certifies that no funds provided under this Agreement have been used or will be used to engage in the lobbying of the Federal Government or in litigation against the United States unless authorized under existing law. B. The Lobbying Disclosure Act of 1995, as amended (2 U.S.C. §1601 et seq.), prohibits any organization described in Section 501(c)(4) of the Internal Revenue Code, from receiving federal funds through an award, grant (and/or subgrant) or loan unless such organization warrants that it does not, and will not engage in lobbying activities prohibited by the Act as a special condition of such an award, grant (and/or subgrant), or loan. This restriction does not apply to loans made pursuant to approved revolving loan programs or to contracts awarded using proper procurement procedures. C. Pursuant to 2 CFR §200.450 and 2 CFR §200.454(e), the Recipient is hereby prohibited from using funds provided by this Agreement for membership dues to any entity or organization engaged in lobbying activities. 7. Increasing Seat Belt Use in the United States Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Grantee is encouraged to adopt and enforce on-the-job seat belt policies and programs for its employees when operating company -owned, rented or personally owned vehicles. 8. Reducing Text Messaging While Driving Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Grantee is encouraged to adopt and enforce policies that ban text messaging while driving and establish workplace safety policies to decrease accidents caused by distracted drivers. 9. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 Where applicable, 42 U.S.C. §§ 4601-4655 and implementing regulations apply to this Agreement. COMPLIANCE WITH ASSURANCES 1. Assurances Recipients shall comply with all applicable assurances made by the Department or the Recipient to the Federal Government during the Grant application process. FEDERAL REPORTING REQUIREMENTS 1. FFATA Grant Recipients awarded a new Federal grant greater than or equal to $30,000 awarded on or after Octoberl, 2015, are subject to the FFATA the Federal Funding Accountability and Transparency Act ("FFATA") of 2006. The FFATA legislation requires that information on federal awards (federal financial assistance and expenditures) be made available to the public via a single, searchable website, which is www.USASpending.gov. Attachment 8-A 4 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 The Grantee agrees to provide the information necessary, within one (1) month of execution, for the Department to comply with this requirement. DEPARTMENT OF TREASURY -SPECIFIC 1. Civil Rights Compliance Recipients of Federal financial assistance from the Treasury are required to meet legal requirements relating to nondiscrimination and nondiscriminatory use of Federal funds. Those requirements include ensuring that entities receiving Federal financial assistance from the Treasury do not deny benefits or services or otherwise discriminate on the basis of race, color, national origin, (including limited English proficiency), disability, age, or sex (including sexual orientation and gender identity), in accordance with the following: Title VI of Civil Rights Acts of 1973 (Section 504), Public Law 93-112, as amended by Public Law 93-516, 29 U.S.C. 794; Title IX of the Education Amendments of 1972 (Title IX), 20 U.S.C. 1681 et seq., and the Department's implementing regulations, 31 CFR 28; Age Discrimination Act of 1975, Public Law 94-135, 42 U.S.C. 6101 et seq., and the Department of Treasury implementing regulations at 31 CFR part 23. The Department of Treasury will request information on recipients' compliance with Title VI of the Civil Rights Act of 1964, as applicable, on an annual basis. This information may include a narrative descripting the recipient's compliance with Title VI, along with other questions and assurances. SLFRF-SPECIFIC 1. Period of Performance The Department must obligate all funds from SLFRF by December 31, 2024, and all such obligated funds must be expended by December 31, 2026. As such, the Contractor must submit all invoices by September 30, 2026, unless approved in writing by the Department. 2. Equipment and Real Property Management Any purchase of equipment or real property with SLFRF funds must be consistent with the Uniform Guidance at 2 CFR Part 200, Subpart D. Equipment and real property acquired under this program must be used for the originally authorized purpose. Consistent with 2 CFR 200.311 and 2 CFR 200.313, any equipment or real property acquired using SLFRF funds shall vest in the non -Federal entity. Any acquisition and maintenance of equipment or real property must also be in compliance with relevant laws and regulations. SLFRF INFRASTRUCTURE PROJECTS For all infrastructure projects, the Grantee shall provide the following project information on a quarterly basis to the Department: i. Projected/actual construction start date (month/year) ii. Projected/actual initiation of operation date (month/year) iii. Location details SLFRF INFRASTRUCTURE PROJECTS OVER $10 MILLION For infrastructure projects over $10 million, the following provisions apply: 1. Wage Certification Grantees may provide a certification that all laborers and mechanics employed by Grantee in the performance of such project are paid wages at the rates not less than those prevailing, as determined by the U.S. Secretary of Labor in accordance with the Davis -Bacon Act, for the corresponding classes of laborers and mechanics employed projected of a character similar to the contract work in the civil subdivision of Florida in which the work is to be performed. If the Grantee does not provide such certification, the Grantee must provide a project employment and local impact report detailing: i. The number of employees of contractors and sub -contractors working on the project; ii. The number of employees on the project hired directly and hired through a third party; iii. The wages and benefits of workers on the project by classification; and iv. Whether those wages are at rates less than those prevailing. Grantee must maintain sufficient records to substantiate this information upon request. 2. Project Labor Agreements Grantees may provide a certification that the project includes a project labor agreement, meaning a pre -hire Attachment 8-A 5 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 collective bargaining agreement consistent with the section 8(f) of the National Labor Relations Act (29 U.S.C. 158(f)). If the Grantee does not provide such certification, the Grantee must provide a project workforce continuity plan, detailing i. How the Grantee will ensure the project has ready access to a sufficient supply of appropriately skilled and unskilled labor to ensure high -quality construction throughout the life of the project; ii. How the Grantee will minimize risks of labor disputes and disruptions that would jeopardize timeliness and cost-effectiveness of the project; iii. How the Grantee will provide a safe and healthy workplace that avoids delays and costs associatedwith workplace illnesses, injuries, and fatalities; iv. Whether workers on the project will receive wages and benefits that will secure and appropriately skilled workforce in the context of the local or regional labor market; and v. Whether the project has completed a labor agreement. 3. Other Reporting Requirements Grantees must report whether the project prioritizes local hires and whether the project has Community Benefit Agreement, with a description of any such agreement, if applicable. SLFRF WATER & SEWER PROJECTS For water and sewer projects, Grantees shall provide the following information to the Department once the project starts, as appliable: i. National Pollutant Discharge Elimination System (NPDES) Permit Number, for projects aligned with the Clean Water State Revolving Fund ii. Public Water System (PWS) ID number, for projects aligned with the Drinking Water State Revolving Fund. Attachment 8-A 6 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION RESILIENT FLORIDA GRANT PROGRAM EXHIBIT A-1 REVISED PROGRESS REPORT FORM The current Exhibit A, Progress Report Form for the Resilient Florida Program grant agreements can be found on the Department's website at the link below. Each progress report must be submitted on the current form. The Department will notify grantees of any substantial changes to Exhibit A that occur during the grant agreement period. https://floridadep.gov/Resilient-Florida-Program/Grants Exhibit A-1, Page 1 of 1 Rev. 7/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION RESILIENT FLORIDA GRANT PROGRAM SECOND REVISED CONTRACTUAL SERVICES CERTIFICATION Exhibit H-2 Required for all grant agreements that include Contractual Services as an expenditure category. DEP Agreement Number: 22FRP61 Project Title: Miami Brickell and Coconut Grove Seawalls Grantee: City of Miami Subcontractor: Note: Submit separate Exhibit H Certification for each additional subcontractor. Prior to making a request for payment of contractual services, the Grantee must provide the following to the Department Grant Manager then responsible for the Grantee's Resilient Florida Grant Program grant agreement: 1. Documentation of the Grantee's procurement process, as consistent with Attachment 1, Paragraph 9(c) and Attachment 2, Paragraph 11; 2. A list of all subcontractor quote and/or bid amounts (as applicable), including the company name and address for each subcontractor; 3. An explanation of how and why the Grantee made their determination(s) for the subcontractor(s) selected to perform certain task(s) under the Grantee's relevant grant agreement; 4. A copy of the Grantee's executed subcontract agreement, as required by Attachment 2, Paragraph 11; and 5. This Exhibit H, signed and dated by the Grantee's own (non -Departmental) grant manager. By signing below, I certify that, on behalf of the Grantee, I have provided all the information required by items 1. through 4. of this exhibit, as stated above, to the Department Grant Manager currently responsible for the Grantee's Resilient Florida Grant Program grant agreement. I also certify that the procurement process the Grantee utilized follows all of said Grantee's non - Departmental policies and procedures for subcontractors. Grantee's Grant Manager Signature Print Name Date Rev. 4.8.2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 AMENDMENT NO. 2 TO AGREEMENT NO. 22FRP58 BETWEEN FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION AND CITY OF MIAMI This Amendment to Agreement No. 22FRP58 (Agreement), as previously amended, is made by and between the Department of Environmental Protection (Department), an agency of the State of Florida, and City of Miami (Grantee), on the date last signed below. WHEREAS, the Department entered into the Agreement with the Grantee for Miami Seawalls at Morningside/Shorecrest (MS) Neighborhoods (Project), effective August 3, 2023, and amended on May 23, 2024; and, WHEREAS, the Department has requested to add a new deliverable to the Agreement as set forth herein; and, WHEREAS, the Department has requested an update to the Match Requirements in Attachment 2: Section 7. Match Requirements, Section 15. Financial Assistance and Payment of Invoices to Rural Communities or Rural Areas of Opportunity, and Section 16. Additional Terms to the Agreement as set forth herein; and, WHEREAS, the Department has requested an update to the Performance Measures, Consequences for Non - Performance, Payment Request Schedule, and Project Timeline and Budget Detail in Attachment 3; and, WHEREAS, the DEPARTMENT has requested an update to Attachment 1, Attachment 2, Attachment 3, Attachment 4, Attachment 5, Attachment 6, Attachment 8, Exhibit A and Exhibit H following updates from the Office of the General Counsel. WHEREAS, other changes to the Agreement are necessary. NOW THEREFORE, the Department and Grantee hereby agree as follows: 1. Section 6. of the Standard Grant Agreement is hereby revised to the following: Department's Grant Manager Name: Katie Hoover Address: 3900 Commonwealth Blvd, MS#230 Tallahassee, Florida 32399 Phone: 850-245-7533 Email: Katharine.L.Hoover@FloridaDEP.gov DEP Agreement No. 22FRP58, Amendment No. 2, Page 1 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 2. Attachment 1-A, Revised Standard Terms and Conditions, is hereby deleted in its entirety and replaced with Attachment 1-B, Second Revised Standard Terms and Conditions, as attached to this Amendment and hereby incorporated into the Agreement. All references in the Agreement to Attachment 1-A shall hereinafter refer to Attachment 1-B, Second Revised Standard Terms and Conditions. 3. Attachment 2-A, Revised Special Terms and Conditions, is hereby deleted in its entirety and replaced with Attachment 2-B, Second Revised Special Terms and Conditions, as attached to this Amendment and hereby incorporated into the Agreement. All references in the Agreement to Attachment 2-A shall hereinafter refer to Attachment 2-B, Second Revised Special Terms and Conditions. 4. Attachment 3-A, Revised Grant Work Plan, is hereby deleted in its entirety and replaced with Attachment 3-B, Second Revised Grant Work Plan, as attached to this Amendment and hereby incorporated into the Agreement. All references in the Agreement to Attachment 3-A shall hereinafter refer to Attachment 3-B, Second Revised Grant Work Plan. 5. Attachment 4, Public Records Requirements, is hereby deleted in its entirety and replaced with Attachment 4-A, Revised Public Records Requirements. All references in the Agreement to Attachment 4 shall hereinafter refer to Attachment 4-A, Revised Public Records Requirements. 6. Attachment 5, Special Audit Requirements, is hereby deleted in its entirety and replaced with Attachment 5- A, Revised Special Audit Requirements, attached hereto and made a part of the Agreement. All references in the Agreement to Attachment 5, shall hereinafter refer to Attachment 5-A, Revised Special Audit Requirements. 7. Attachment 6-A, Revised Program Specific Requirements, is hereby deleted in its entirety and replaced with Attachment 6-B, Second Revised Program Specific Requirements, attached hereto and made a part of the Agreement. All references in the Agreement to Attachment 6-A, shall hereinafter refer to Attachment 6-B, Second Revised Program Specific Requirements. 8. Attachment 8, Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements, is hereby deleted in its entirety and replaced with Attachment 8-A, Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements, attached hereto and made a part of the Agreement. All references in the Agreement to Attachment 8, shall hereinafter refer to Attachment 8-A, Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements. 9. Exhibit A, Progress Report Form, is hereby deleted in its entirety and replaced with Exhibit A-1, Revised Progress Report Form, attached hereto and made a part of the Agreement. All references in the Agreement to Exhibit A shall hereinafter refer to Exhibit A-1, Revised Progress Report Form. 10. Exhibit H-1, Contractual Services Certification, is hereby deleted in its entirety and replaced with Exhibit H-2, Revised Contractual Services Certification, attached hereto and made a part of the Agreement. All references in the Agreement to Exhibit H-1, shall hereinafter refer to Exhibit H-2, Revised Contractual Services Certification. 11. All other terms and conditions of the Agreement remain in effect. If and to the extent that any inconsistency may appear between the Agreement and this Amendment, the provisions of this Amendment shall control. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK DEP Agreement No. 22FRP58, Amendment No. 2, Page 2 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 The parties agree to the terms and conditions of this Amendment and have duly authorized their respective representatives to sign it on the dates indicated below. CITY OF MIAMI FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION By: ///PLEASE SEE SIGNATURE PAGE BELOW/// By: Authorized Representative or Designee Secretary or Designee Arthur Noriega, City Manager Print Name and Title Date: Alex Reed, Director of the Office of Resilience and Coastal Protection Print Name and Title Date: 11/06/2024 List of attachments/exhibits included as part of this Amendment: Specify Type Letter/ Number Description Attachment 1-B Second Revised Standard Terms and Conditions (14 pages) Attachment 2-B Second Revised Special Terms and Conditions (3 pages) Attachment 3-B Second Revised Grant Work Plan (4 pages) Attachment 4-A Revised Public Records Requirements (1 page) Attachment 5-A Revised Special Audit Requirements (6 pages) Attachment 6-B Second Revised Program Specific Requirements (3 pages) Revised Contract Provisions for Coronavirus State and Local Attachment 8-A Fiscal Recovery Funds (SLFRF) Agreements (6 pages) Exhibit A-1 Revised Progress Report Form (1 page) Exhibit H-2 Second Revised Contractual Services Certification (1 page) DEP Agreement No. 22FRP58, Amendment No. 2, Page 3 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Si gned dby: rT OpR TFCT DocuSigned by: y nhor 17, 2024 1 10:38: E46D7560DCF1459... i oaa 13. Hannon, Urty Clerk Date: APPROVED AS TO FORM AND CORRECTNESS: DocuSigned by Gt,br't, wysO NI 15, 2024 '-88776E9FE882488.. ueorge 1L. wysong III Date: City Attorney Signed by. 24-774 and 775 88B6F9F15BEF4CD... CITY OF MIAMI, a municipal corporation of the State of Florida - DocuSignetl by: 11 E Cy #1461rwicoctober 16, 2024 '-850CF6C372DD42A Arthur Nonega v, City Manager Date: 18:27:37 APPROVED AS TO INSURANCE REQUIREMENTS: DocuSignetl by: 16:37:45 EDT EDT ctober 7, 2024 1 12:50:25 EDT �V'aln,�c Gaw�t� 27395C6318214E7 Ann -mane narpe, Director Date: Risk Management DEP Agreement No. 22FRP58, Amendment No. 2 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION SECOND REVISED STANDARD TERMS AND CONDITIONS APPLICABLE TO GRANT AGREEMENTS ATTACHMENT 1-B 1. Entire Agreement. This Grant Agreement, including any Attachments and Exhibits referred to herein and/or attached hereto (Agreement), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to such subject matter. Any terms and conditions included on Grantee's forms or invoices shall be null and void. 2. Grant Administration. a. Order of Precedence. If there are conflicting provisions among the documents that make up the Agreement, the order of precedence for interpretation of the Agreement is as follows: i. Standard Grant Agreement ii. Attachments other than Attachment 1, in numerical order as designated in the Standard Grant Agreement iii. Attachment 1, Standard Terms and Conditions iv. The Exhibits in the order designated in the Standard Grant Agreement b. All approvals, written or verbal, and other written communication among the parties, including all notices, shall be obtained by or sent to the parties' Grant Managers. All written communication shall be by electronic mail, U.S. Mail, a courier delivery service, or delivered in person. Notices shall be considered delivered when reflected by an electronic mail read receipt, a courier service delivery receipt, other mail service delivery receipt, or when receipt is acknowledged by recipient. If the notice is delivered in multiple ways, the notice will be considered delivered at the earliest delivery time. c. If a different Grant Manager is designated by either party after execution of this Agreement, notice of the name and contact information of the new Grant Manager will be submitted in writing to the other party and maintained in the respective parties' records. A change of Grant Manager does not require a formal amendment or change order to the Agreement. d. This Agreement may be amended, through a formal amendment or a change order, only by a written agreement between both parties. A formal amendment to this Agreement is required for changes which cause any of the following: (1) an increase or decrease in the Agreement funding amount; (2) a change in Grantee's match requirements; (3) a change in the expiration date of the Agreement; and/or (4) changes to the cumulative amount of funding transfers between approved budget categories, as defined in Attachment 3, Grant Work Plan, that exceeds or is expected to exceed twenty percent (20%) of the total budget as last approved by Department. A change order to this Agreement may be used when: (1) task timelines within the current authorized Agreement period change; (2) the cumulative transfer of funds between approved budget categories, as defined in Attachment 3, Grant Work Plan, are less than twenty percent (20%) of the total budget as last approved by Department; (3) changing the current funding source as stated in the Standard Grant Agreement; and/or (4) fund transfers between budget categories for the purposes of meeting match requirements. This Agreement may be amended to provide for additional services if additional funding is made available by the Legislature. e. All days in this Agreement are calendar days unless otherwise specified. 3. Agreement Duration. The term of the Agreement shall begin and end on the dates indicated in the Standard Grant Agreement, unless extended or terminated earlier in accordance with the applicable terms and conditions. The Grantee shall be eligible for reimbursement for work performed on or after the date of execution through the expiration date of this Agreement, unless otherwise specified in Attachment 2, Special Terms and Conditions. However, work performed prior to the execution of this Agreement may be reimbursable or used for match purposes if permitted by the Special Terms and Conditions. Attachment 1-B 1 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 4. Deliverables. The Grantee agrees to render the services or other units of deliverables as set forth in Attachment 3, Grant Work Plan. The services or other units of deliverables shall be delivered in accordance with the schedule and at the pricing outlined in the Grant Work Plan. Deliverables may be comprised of activities that must be completed prior to Department making payment on that deliverable. The Grantee agrees to perform in accordance with the terms and conditions set forth in this Agreement and all attachments and exhibits incorporated by the Standard Grant Agreement. 5. Performance Measures. The Grantee warrants that: (1) the services will be performed by qualified personnel; (2) the services will be of the kind and quality described in the Grant Work Plan; (3) the services will be performed in a professional and workmanlike manner in accordance with industry standards and practices; (4) the services shall not and do not knowingly infringe upon the intellectual property rights, or any other proprietary rights, of any third party; and (5) its employees, subcontractors, and/or subgrantees shall comply with any security and safety requirements and processes, if provided by Department, for work done at the Project Location(s). The Department reserves the right to investigate or inspect at any time to determine whether the services or qualifications offered by Grantee meet the Agreement requirements. Notwithstanding any provisions herein to the contrary, written acceptance of a particular deliverable does not foreclose Department's remedies in the event deficiencies in the deliverable cannot be readily measured at the time of delivery. 6. Acceptance of Deliverables. a. Acceptance Process. All deliverables must be received and accepted in writing by Department's Grant Manager before payment. The Grantee shall work diligently to correct all deficiencies in the deliverable that remain outstanding, within a reasonable time at Grantee's expense. If Department's Grant Manager does not accept the deliverables within 30 days of receipt, they will be deemed rejected. b. Rejection of Deliverables. The Department reserves the right to reject deliverables, as outlined in the Grant Work Plan, as incomplete, inadequate, or unacceptable due, in whole or in part, to Grantee's lack of satisfactory performance under the terms of this Agreement. The Grantee's efforts to correct the rejected deliverables will be at Grantee's sole expense. Failure to fulfill the applicable technical requirements or complete all tasks or activities in accordance with the Grant Work Plan will result in rejection of the deliverable and the associated invoice. Payment for the rejected deliverable will not be issued unless the rejected deliverable is made acceptable to Department in accordance with the Agreement requirements. The Department, at its option, may allow additional time within which Grantee may remedy the objections noted by Department. The Grantee's failure to make adequate or acceptable deliverables after a reasonable opportunity to do so shall constitute an event of default. 7. Financial Consequences for Nonperformance. a. Withholding Payment. In addition to the specific consequences explained in the Grant Work Plan and/or Special Terms and Conditions, the State of Florida (State) reserves the right to withhold payment when the Grantee has failed to perform/comply with provisions of this Agreement. None of the financial consequences for nonperformance in this Agreement as more fully described in the Grant Work Plan shall be considered penalties. b. Invoice reduction If Grantee does not meet a deadline for any deliverable, the Department will reduce the invoice by 1% for each day the deadline is missed, unless an extension is approved in writing by the Department. c. Corrective Action Plan. If Grantee fails to correct all the deficiencies in a rejected deliverable within the specified timeframe, Department may, in its sole discretion, request that a proposed Corrective Action Plan (CAP) be submitted by Grantee to Department. The Department requests that Grantee specify the outstanding deficiencies in the CAP. All CAPs must be able to be implemented and performed in no more than sixty (60) calendar days. i. The Grantee shall submit a CAP within ten (10) days of the date of the written request from Department. The CAP shall be sent to the Department's Grant Manager for review and approval. Within ten (10) days of receipt of a CAP, Department shall notify Grantee in writing whether the CAP proposed has been accepted. If the CAP is not accepted, Grantee shall have ten (10) days from receipt of Department letter rejecting the proposal to submit a revised proposed CAP. Failure to obtain Department approval of a CAP as specified above may result in Department's termination of this Agreement for cause as authorized in this Agreement. ii. Upon Department's notice of acceptance of a proposed CAP, Grantee shall have ten (10) days to commence implementation of the accepted plan. Acceptance of the proposed CAP by Department Attachment 1-B 2 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 does not relieve Grantee of any of its obligations under the Agreement. In the event the CAP fails to correct or eliminate performance deficiencies by Grantee, Department shall retain the right to require additional or further remedial steps, or to terminate this Agreement for failure to perform. No actions approved by Department or steps taken by Grantee shall preclude Department from subsequently asserting any deficiencies in performance. The Grantee shall continue to implement the CAP until all deficiencies are corrected. Reports on the progress of the CAP will be made to Department as requested by Department's Grant Manager. iii. Failure to respond to a Department request for a CAP or failure to correct a deficiency in the performance of the Agreement as specified by Department may result in termination of the Agreement. 8. Payment. a. Payment Process. Subject to the terms and conditions established by the Agreement, the pricing per deliverable established by the Grant Work Plan, and the billing procedures established by Department, Department agrees to pay Grantee for services rendered in accordance with section 215.422, Florida Statutes (F.S.). b. Taxes. The Department is exempted from payment of State sales, use taxes and Federal excise taxes. The Grantee, however, shall not be exempted from paying any taxes that it is subject to, including State sales and use taxes, or for payment by Grantee to suppliers for taxes on materials used to fulfill its contractual obligations with Department. The Grantee shall not use Department's exemption number in securing such materials. The Grantee shall be responsible and liable for the payment of all its FICA/Social Security and other taxes resulting from this Agreement. c. Maximum Amount of Agreement The maximum amount of compensation under this Agreement, without an amendment, is described in the Standard Grant Agreement. Any additional funds necessary for the completion of this Project are the responsibility of Grantee. d. Reimbursement for Costs. The Grantee shall be paid on a cost reimbursement basis for all eligible Project costs upon the completion, submittal, and approval of each deliverable identified in the Grant Work Plan. Reimbursement shall be requested on Exhibit C, Payment Request Summary Form. To be eligible for reimbursement, costs must be in compliance with laws, rules, and regulations applicable to expenditures of State funds, including, but not limited to, the Reference Guide for State Expenditures, which can be accessed at the following web address: https://www.myfloridacfo.com/docs-sf/accounting-and-auditing-libraries/state- agencie s/reference-guide-for-state-expenditure s.pdf. e. Rural Communities and Rural Areas of Opportunity. If Grantee is a county or municipality that qualifies as a "rural community" or "rural area of opportunity" (RAO) as defined in subsection 288.0656(2), F.S., such Grantee may request from the Department that all invoice payments under this Agreement be directed to the relevant county or municipality or to the RAO itself. The Department will agree to Grantee's request if: i. Grantee demonstrates that it is a county or municipality that qualifies as a "rural community" or "rural area of opportunity" under subsection 288.0656(2), F.S.; ii. Grantee demonstrates current financial hardship using one (1) or more of the "economic distress" factors defined in subsection 288.0656(2)(c), F.S.; iii. Grantee's performance has been verified by the Department, which has determined that Grantee is eligible for invoice payments and that Grantee's performance has been completed in accordance with this Agreement's terms and conditions; and iv. Applicable federal and state law(s), rule(s) and regulation(s) allow for such payments. This subsection may not be construed to alter or limit any other applicable provisions of federal or state law, rule, or regulation. A current list of Florida's designated RAOs can be accessed at the following web address: hops://floridaj ob s. org/community-planning-and-development/rural-community-programs/rural-areas-of- opportunity. f. Invoice Detail. All charges for services rendered or for reimbursement of expenses authorized by Department pursuant to the Grant Work Plan shall be submitted to Department in sufficient detail for a proper pre -audit and post -audit to be performed. The Grantee shall only invoice Department for deliverables that are completed in accordance with the Grant Work Plan. g. State Funds Documentation. Pursuant to section 216.1366, F.S., if Contractor meets the definition of a non-profit organization under section 215.97(2)(m), F.S., Contractor must provide the Department with documentation that indicates the amount of state funds: i. Allocated to be used during the full term of the contract or agreement for remuneration to any member of the board of directors or an officer of Contractor. Attachment 1-B 3 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 ii. Allocated under each payment by the public agency to be used for remuneration of any member of the board of directors or an officer of the Contractor. The documentation must indicate the amounts and recipients of the remuneration. Such information must be posted on the State's the contract tracking system and maintained pursuant to section 215.985, F.S., and must be posted on the Contractor's website, if Contractor maintains a website. h. Interim Payments. Interim payments may be made by Department, at its discretion, if the completion of deliverables to date have first been accepted in writing by Department's Grant Manager i. Final Payment Request. A final payment request should be submitted to Department no later than sixty (60) days following the expiration date of the Agreement to ensure the availability of funds for payment. However, all work performed pursuant to the Grant Work Plan must be performed on or before the expiration date of the Agreement. j. Annual Appropriation Contingency. The State's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. This Agreement is not a commitment of future appropriations. Authorization for continuation and completion of work and any associated payments may be rescinded, with proper notice, at the discretion of Department if the Legislature reduces or eliminates appropriations. k. Interest Rates. All interest rates charged under the Agreement shall be calculated on the prevailing rate used by the State Board of Administration. To obtain the applicable interest rate, please refer to: hops://www. myfloridacfo. com/division/aa/local-governments/judgement-interest-rates. 1. Refund of Payments to the Department. Any balance of unobligated funds that have been advanced or paid must be refunded to Department. Any funds paid in excess of the amount to which Grantee or subgrantee is entitled under the terms of the Agreement must be refunded to Department. If this Agreement is funded with federal funds and the Department is required to refund the federal government, the Grantee shall refund the Department its share of those funds. 9. Documentation Required for Cost Reimbursement Grant Agreements and Match. If Cost Reimbursement or Match is authorized in Attachment 2, Special Terms and Conditions, the following conditions apply. Supporting documentation must be provided to substantiate cost reimbursement or match requirements for the following budget categories: a. Salary/Wages. Grantee shall list personnel involved, position classification, direct salary rates, and hours spent on the Project in accordance with Attachment 3, Grant Work Plan in their documentation for reimbursement or match requirements. b. Overhead/Indirect/General and Administrative Costs. If Grantee is being reimbursed for or claiming match for multipliers, all multipliers used (i.e., fringe benefits, overhead, indirect, and/or general and administrative rates) shall be supported by audit. If Department determines that multipliers charged by Grantee exceeded the rates supported by audit, Grantee shall be required to reimburse such funds to Department within thirty (30) days of written notification. Interest shall be charged on the excessive rate. c. Contractual Costs (Subcontractors). Match or reimbursement requests for payments to subcontractors must be substantiated by copies of invoices with backup documentation identical to that required from Grantee. Subcontracts which involve payments for direct salaries shall clearly identify the personnel involved, salary rate per hour, and hours spent on the Project. All eligible multipliers used (i.e., fringe benefits, overhead, indirect, and/or general and administrative rates) shall be supported by audit. If Department determines that multipliers charged by any subcontractor exceeded the rates supported by audit, Grantee shall be required to reimburse such funds to Department within thirty (30) days of written notification. Interest shall be charged on the excessive rate. Nonconsumable and/or nonexpendable personal property or equipment costing $5,000 or more purchased for the Project under a subcontract is subject to the requirements set forth in chapters 273 and/or 274, F.S., and Chapter 69I-72, Florida Administrative Code (F.A.C.) and/or Chapter 69I-73, F.A.C., as applicable. For grants funded with federal funds, nonconsumable and/or nonexpendable personal property or equipment costing $10,000 or more purchased for the Project under a subcontract is subject to the requirements set forth in 2 CFR 200. The Grantee shall be responsible for maintaining appropriate property records for any subcontracts that include the purchase of equipment as part of the delivery of services. The Grantee shall comply with this requirement and ensure its subcontracts issued under this Agreement, if any, impose this requirement, in writing, on its subcontractors. i. For fixed -price (vendor) subcontracts, the following provisions shall apply: The Grantee may award, on a competitive basis, fixed -price subcontracts to consultants/contractors in performing the work described in Attachment 3, Grant Work Plan. Invoices submitted to Department for fixed - Attachment 1-B 4 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 price subcontracted activities shall be supported with a copy of the subcontractor's invoice and a copy of the tabulation form for the competitive procurement process (e.g., Invitation to Bid, Request for Proposals, or other similar competitive procurement document) resulting in the fixed -price subcontract. The Grantee may request approval from Department to award a fixed -price subcontract resulting from procurement methods other than those identified above. In this instance, Grantee shall request the advance written approval from Department's Grant Manager of the fixed price negotiated by Grantee. The letter of request shall be supported by a detailed budget and Scope of Services to be performed by the subcontractor. Upon receipt of Department Grant Manager's approval of the fixed -price amount, Grantee may proceed in finalizing the fixed -price subcontract. ii. If the procurement is subject to the Consultant's Competitive Negotiation Act under section 287.055, F.S. or the Brooks Act, Grantee must provide documentation clearly evidencing it has complied with the statutory or federal requirements. d. Travel. All requests for match or reimbursement of travel expenses shall be in accordance with section 112.061, F.S. e. Direct Purchase Equipment. For grants funded fully or in part with state funds, equipment is defined as capital outlay costing $5,000 or more. For grants funded fully with federal funds, equipment is defined as capital outlay costing $10,000 or more. Match or reimbursement for Grantee's direct purchase of equipment is subject to specific approval of Department, and does not include any equipment purchased under the delivery of services to be completed by a subcontractor. Include copies of invoices or receipts to document purchases, and a properly completed Exhibit B, Property Reporting Form. f. Rental/Lease of Equipment. Match or reimbursement requests for rental/lease of equipment must include copies of invoices or receipts to document charges. g. Miscellaneous/Other Expenses. If miscellaneous or other expenses, such as materials, supplies, non -excluded phone expenses, reproduction, or mailing, are reimbursable or available for match or reimbursement under the terms of this Agreement, the documentation supporting these expenses must be itemized and include copies of receipts or invoices. Additionally, independent of Grantee's contract obligations to its subcontractor, Department shall not reimburse any of the following types of charges: cell phone usage; attorney's fees or court costs; civil or administrative penalties; or handling fees, such as set percent overages associated with purchasing supplies or equipment. h. Land Acquisition. Reimbursement for the costs associated with acquiring interest and/or rights to real property (including access rights through ingress/egress easements, leases, license agreements, or other site access agreements; and/or obtaining record title ownership of real property through purchase) must be supported by the following, as applicable: Copies of Property Appraisals, Environmental Site Assessments, Surveys and Legal Descriptions, Boundary Maps, Acreage Certification, Title Search Reports, Title Insurance, Closing Statements/Documents, Deeds, Leases, Easements, License Agreements, or other legal instrument documenting acquired property interest and/or rights. If land acquisition costs are used to meet match requirements, Grantee agrees that those funds shall not be used as match for any other Agreement supported by State or Federal funds. 10. Status Reports. The Grantee shall submit status reports quarterly, unless otherwise specified in the Attachments, on Exhibit A, Progress Report Form, to Department's Grant Manager describing the work performed during the reporting period, problems encountered, problem resolutions, scheduled updates, and proposed work for the next reporting period. Quarterly status reports are due no later than twenty (20) days following the completion of the quarterly reporting period. For the purposes of this reporting requirement, the quarterly reporting periods end on March 31, June 30, September 30 and December 31. The Department will review the required reports submitted by Grantee within thirty (30) days. 11. Retainage. The following provisions apply if Department withholds retainage under this Agreement: a. The Department reserves the right to establish the amount and application of retainage on the work performed under this Agreement up to the maximum percentage described in Attachment 2, Special Terms and Conditions. Retainage may be withheld from each payment to Grantee pending satisfactory completion of work and approval of all deliverables. b. If Grantee fails to perform the requested work or fails to perform the work in a satisfactory manner, Grantee shall forfeit its right to payment of the retainage associated with the work. Failure to perform includes, but is not limited to, failure to submit the required deliverables or failure to provide adequate documentation that the work was actually performed. The Department shall provide written notification to Grantee of the failure to perform Attachment 1-B 5 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 that shall result in retainage forfeiture. If the Grantee does not correct the failure to perform within the timeframe stated in Department's notice, the retainage will be forfeited to Department. c. No retainage shall be released or paid for incomplete work while this Agreement is suspended. d. Except as otherwise provided above, Grantee shall be paid the retainage associated with the work, provided Grantee has completed the work and submits an invoice for retainage held in accordance with the invoicing procedures under this Agreement. 12. Insurance. a. Insurance Requirements for Sub -Grantees and/or Subcontractors. The Grantee shall require its sub -grantees and/or subcontractors, if any, to maintain insurance coverage of such types and with such terms and limits as described in this Agreement. The Grantee shall require all its sub -grantees and/or subcontractors, if any, to make compliance with the insurance requirements of this Agreement a condition of all contracts that are related to this Agreement. Sub -grantees and/or subcontractors must provide proof of insurance upon request. b. Deductibles. The Department shall be exempt from, and in no way liable for, any sums of money representing a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Grantee providing such insurance. c. Proof of Insurance. Upon execution of this Agreement, Grantee shall provide Department documentation demonstrating the existence and amount for each type of applicable insurance coverage prior to performance of any work under this Agreement. Upon receipt of written request from Department, Grantee shall furnish Department with proof of applicable insurance coverage by standard form certificates of insurance, a self - insured authorization, or other certification of self-insurance. d. Duty to Maintain Coverage. In the event that any applicable coverage is cancelled by the insurer for any reason, or if Grantee cannot get adequate coverage, Grantee shall immediately notify Department of such cancellation and shall obtain adequate replacement coverage conforming to the requirements herein and provide proof of such replacement coverage within ten (10) days after the cancellation of coverage. e. Insurance Trust. If the Grantee's insurance is provided through an insurance trust, the Grantee shall instead add the Department of Environmental Protection, its employees, and officers as an additional covered party everywhere the Agreement requires them to be added as an additional insured. 13. Termination. a. Termination for Convenience. When it is in the State's best interest, Department may, at its sole discretion, terminate the Agreement in whole or in part by giving 30 days' written notice to Grantee. The Department shall notify Grantee of the termination for convenience with instructions as to the effective date of termination or the specific stage of work at which the Agreement is to be terminated. The Grantee must submit all invoices for work to be paid under this Agreement within thirty (30) days of the effective date of termination. The Department shall not pay any invoices received after thirty (30) days of the effective date of termination b. Termination for Cause. The Department may terminate this Agreement if any of the events of default described in the Events of Default provisions below occur or in the event that Grantee fails to fulfill any of its other obligations under this Agreement. If, after termination, it is determined that Grantee was not in default, or that the default was excusable, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of Department. The rights and remedies of Department in this clause are in addition to any other rights and remedies provided by law or under this Agreement. c. Grantee Obligations upon Notice of Termination. After receipt of a notice of termination or partial termination unless as otherwise directed by Department, Grantee shall not furnish any service or deliverable on the date, and to the extent specified, in the notice. However, Grantee shall continue work on any portion of the Agreement not terminated. If the Agreement is terminated before performance is completed, Grantee shall be paid only for that work satisfactorily performed for which costs can be substantiated. The Grantee shall not be entitled to recover any cancellation charges or lost profits. d. Continuation of Prepaid Services. If Department has paid for any services prior to the expiration, cancellation, or termination of the Agreement, Grantee shall continue to provide Department with those services for which it has already been paid or, at Department's discretion, Grantee shall provide a refund for services that have been paid for but not rendered. e. Transition of Services Upon Termination, Expiration, or Cancellation of the Agreement. If services provided under the Agreement are being transitioned to another provider(s), Grantee shall assist in the smooth transition of Agreement services to the subsequent provider(s). This requirement is at a minimum an affirmative obligation to cooperate with the new provider(s), however additional requirements may be outlined in the Grant Attachment 1-B 6 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Work Plan. The Grantee shall not perform any services after Agreement expiration or termination, except as necessary to complete the transition or continued portion of the Agreement, if any. 14. Notice of Default. If Grantee defaults in the performance of any covenant or obligation contained in the Agreement, including, any of the events of default, Department shall provide notice to Grantee and an opportunity to cure that is reasonable under the circumstances. This notice shall state the nature of the failure to perform and provide a time certain for correcting the failure. The notice will also provide that, should the Grantee fail to perform within the time provided, Grantee will be found in default, and Department may terminate the Agreement effective as of the date of receipt of the default notice. 15. Events of Default. Provided such failure is not the fault of Department or outside the reasonable control of Grantee, the following non- exclusive list of events, acts, or omissions, shall constitute events of default: a. The commitment of any material breach of this Agreement by Grantee, including failure to timely deliver a material deliverable, failure to perform the minimal level of services required for a deliverable, discontinuance of the performance of the work, failure to resume work that has been discontinued within a reasonable time after notice to do so, or abandonment of the Agreement; b. The commitment of any material misrepresentation or omission in any materials, or discovery by the Department of such, made by the Grantee in this Agreement or in its application for funding; c. Failure to submit any of the reports required by this Agreement or having submitted any report with incorrect, incomplete, or insufficient information; d. Failure to honor any term of the Agreement; e. Failure to abide by any statutory, regulatory, or licensing requirement, including an entry of an order revoking the certificate of authority granted to the Grantee by a state or other licensing authority; f. Failure to pay any and all entities, individuals, and furnishing labor or materials, or failure to make payment to any other entities as required by this Agreement; g. Employment of an unauthorized alien in the performance of the work, in violation of Section 274 (A) of the Immigration and Nationality Act; h. Failure to maintain the insurance required by this Agreement; i. One or more of the following circumstances, uncorrected for more than thirty (30) days unless, within the specified 30-day period, Grantee (including its receiver or trustee in bankruptcy) provides to Department adequate assurances, reasonably acceptable to Department, of its continuing ability and willingness to fulfill its obligations under the Agreement: i. Entry of an order for relief under Title 11 of the United States Code; ii. The making by Grantee of a general assignment for the benefit of creditors; iii. The appointment of a general receiver or trustee in bankruptcy of Grantee's business or property; and/or iv. An action by Grantee under any state insolvency or similar law for the purpose of its bankruptcy, reorganization, or liquidation. 16. Suspension of Work. The Department may, in its sole discretion, suspend any or all activities under the Agreement, at any time, when it is in the best interest of the State to do so. The Department shall provide Grantee written notice outlining the particulars of suspension. Examples of reasons for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After receiving a suspension notice, Grantee shall comply with the notice. Within 90 days, or any longer period agreed to by the parties, Department shall either: (1) issue a notice authorizing resumption of work, at which time activity shall resume; or (2) terminate the Agreement. If the Agreement is terminated after 30 days of suspension, the notice of suspension shall be deemed to satisfy the thirty (30) days' notice required for a notice of termination for convenience. Suspension of work shall not entitle Grantee to any additional compensation. 17. Force Majeure. The Grantee shall not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of Grantee or its employees or agents contributed to the delay and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond Grantee's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to Grantee. In case of any delay Grantee believes is excusable, Grantee shall notify Department in writing of the delay or potential delay and describe the cause of the delay either (1) within ten days after the cause that creates or will create the delay first Attachment 1-B 7 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 arose, if Grantee could reasonably foresee that a delay could occur as a result; or (2) if delay is not reasonably foreseeable, within five days after the date Grantee first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE GRANTEE'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against Department. The Grantee shall not be entitled to an increase in the Agreement price or payment of any kind from Department for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist Grantee shall perform at no increased cost, unless Department determines, in its sole discretion, that the delay will significantly impair the value of the Agreement to Department, in which case Department may: (1) accept allocated performance or deliveries from Grantee, provided that Grantee grants preferential treatment to Department with respect to products subjected to allocation; (2) contract with other sources (without recourse to and by Grantee for the related costs and expenses) to replace all or part of the products or services that are the subject of the delay, which purchases may be deducted from the Agreement quantity; or (3) terminate Agreement in whole or in part. 18. Indemnification. a. The Grantee shall be fully liable for the actions of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless Department and its officers, agents, and employees, from suits, actions, damages, and costs of every name and description arising from or relating to: i. personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Grantee, its agents, employees, partners, or subcontractors; provided, however, that Grantee shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of Department; ii. the Grantee's breach of this Agreement or the negligent acts or omissions of Grantee. b. The Grantee's obligations under the preceding paragraph with respect to any legal action are contingent upon Department giving Grantee: (1) written notice of any action or threatened action; (2) the opportunity to take over and settle or defend any such action at Grantee's sole expense; and (3) assistance in defending the action at Grantee's sole expense. The Grantee shall not be liable for any cost, expense, or compromise incurred or made by Department in any legal action without Grantee's prior written consent, which shall not be unreasonably withheld. c. Notwithstanding sections a. and b. above, the following is the sole indemnification provision that applies to Grantees that are governmental entities: Each party hereto agrees that it shall be solely responsible for the negligent or wrongful acts of its employees and agents. However, nothing contained herein shall constitute a waiver by either party of its sovereign immunity or the provisions of section 768.28, F.S. Further, nothing herein shall be construed as consent by a state agency or subdivision of the State to be sued by third parties in any matter arising out of any contract or this Agreement. d. No provision in this Agreement shall require Department to hold harmless or indemnify Grantee, insure or assume liability for Grantee's negligence, waive Department's sovereign immunity under the laws of Florida, or otherwise impose liability on Department for which it would not otherwise be responsible. Any provision, implication or suggestion to the contrary is null and void. 19. Limitation of Liability. The Department's liability for any claim arising from this Agreement is limited to compensatory damages in an amount no greater than the sum of the unpaid balance of compensation due for goods or services rendered pursuant to and in compliance with the terms of the Agreement. Such liability is further limited to a cap of $100,000. 20. Remedies. Nothing in this Agreement shall be construed to make Grantee liable for force majeure events. Nothing in this Agreement, including financial consequences for nonperformance, shall limit Department's right to pursue its remedies for other types of damages under the Agreement, at law or in equity. The Department may, in addition to other remedies available to it, at law or in equity and upon notice to Grantee, retain such monies from amounts due Grantee as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against it. 21. Waiver. The delay or failure by Department to exercise or enforce any of its rights under this Agreement shall not constitute or be deemed a waiver of Department's right thereafter to enforce those rights, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. Attachment 1-B 8 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 22. Statutory Notices Relating to Unauthorized Employment and Subcontracts. a. The Department shall consider the employment by any Grantee of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If Grantee/subcontractor knowingly employs unauthorized aliens, such violation shall be cause for unilateral cancellation of this Agreement. The Grantee shall be responsible for including this provision in all subcontracts with private organizations issued as a result of this Agreement. b. Pursuant to sections 287.133, 287.134, and 287.137 F.S., the following restrictions apply to persons placed on the convicted vendor list, discriminatory vendor list, or the antitrust violator vendor list: i. Public Entity Crime. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime 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 Grantee, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in section 287.017, F.S., for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. ii. Discriminatory Vendors. 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. iii. Antitrust Violator Vendors. A person or an affiliate who has been placed on the antitrust violator vendor list following a conviction or being held civilly liable for an antitrust violation may not submit a bid, proposal, or reply on any contract to provide any good or services to a public entity; may not submit a bid, proposal, or reply on any 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 leases of real property to a public entity; may not be awarded or perform work as a Grantee, supplier, subcontractor, or consultant under a contract with a public entity; and may not transact new business with a public entity. iv. Notification. The Grantee shall notify Department if it or any of its suppliers, subcontractors, or consultants have been placed on the convicted vendor list, the discriminatory vendor list, or antitrust violator vendor list during the life of the Agreement. The Florida Department of Management Services is responsible for maintaining the discriminatory vendor list and the antitrust violator vendor list and posts the list on its website. Questions regarding the discriminatory vendor list or antitrust violator vendor list may be directed to the Florida Department of Management Services, Office of Supplier Development, at (850) 487-0915. 23. Compliance with Federal, State and Local Laws. a. The Grantee and all its agents shall comply with all federal, state and local regulations, including, but not limited to, nondiscrimination, wages, social security, workers' compensation, licenses, and registration requirements. The Grantee shall include this provision in all subcontracts issued as a result of this Agreement. b. No person, on the grounds of race, creed, color, religion, national origin, age, gender, or disability, shall be excluded from participation in; be denied the proceeds or benefits of; or be otherwise subjected to discrimination in performance of this Agreement. c. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. d. Any dispute concerning performance of the Agreement shall be processed as described herein. Jurisdiction for any damages arising under the terms of the Agreement will be in the courts of the State, and venue will be in the Second Judicial Circuit, in and for Leon County. Except as otherwise provided by law, the parties agree to be responsible for their own attorney fees incurred in connection with disputes arising under the terms of this Agreement. 24. Build America, Buy America Act (BABA) - Infrastructure Projects with Federal Funding. This provision does not apply to Agreements that are wholly funded by Coronavirus State and Local Fiscal Recovery Funds under the American Rescue Plan Act. Also, this provision does not apply where Attachment 1-B 9 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 there is a valid waiver in place. However, the provision may apply to funds expended before the waiver or after expiration of the waiver. If applicable, Recipients or Subrecipients of an award of Federal financial assistance from a program for infrastructure are required to comply with the Build America, Buy America Act (BABA), including the following provisions: a. All iron and steel used in the project are produced in the United States --this means all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States; b. All manufactured products used in the project are produced in the United States -this means the manufactured product was manufactured in the United States; and the cost of the components of the manufactured product that are mined, produced, or manufactured in the United States is greater than 55 percent of the total cost of all components of the manufactured product, unless another standard for determining the minimum amount of domestic content of the manufactured product has been established under applicable law or regulation; and c. All construction materials are manufactured in the United States -this means that all manufacturing processes for the construction material occurred in the United States. The Buy America preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. As such, it does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project but are not an integral part of the structure or permanently affixed to the infrastructure project. 25. Investing in America Grantees of an award for construction projects in whole or in part by the Bipartisan Infrastructure Law or the Inflation Reduction Act, including the following provision: a. Signage Requirements a. Investing in America Emblem: The recipient will ensure that a sign is placed at construction sites supported in whole or in part by this award displaying the official Investing in America emblem and must identify the project as a "project funded by President Biden's Bipartisan Infrastructure Law" or "project funded by President Biden's Inflation Reduction Act" as applicable. The sign must be placed at construction sites in an easily visible location that can be directly linked to the work taking place and must be maintained in good condition throughout the construction period. The recipient will ensure compliance with the guidelines and design specifications provided by EPA for using the official Investing in America emblem available at: https://www.epa.gov/invest/investing-america-signage b. Procuring Signs: Consistent with section 6002 of RCRA, 42 U.S.C. 6962, and 2 CFR 200.323, recipients are encouraged to use recycled or recovered materials when procuring signs. Signage costs are considered an allowable cost under this assistance agreement provided that the costs associated with signage are reasonable. Additionally, to increase public awareness of projects serving communities where English is not the predominant language, recipients are encouraged to translate the language on signs (excluding the official Investing in America emblem or EPA logo or seal) into the appropriate non-English language(s). The costs of such translation are allowable, provided the costs are reasonable. 26. Scrutinized Companies. a. Grantee certifies that it is not on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel. Pursuant to section 287.135, F.S., the Department may immediately terminate this Agreement at its sole option if the Grantee is found to have submitted a false certification; or if the Grantee is placed on the Scrutinized Companies that Boycott Israel List or is engaged in the boycott of Israel during the term of the Agreement. b. If this Agreement is for more than one million dollars, the Grantee certifies that it is also not on the Scrutinized Companies with Activities in Sudan, Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with business operations in Cuba or Syria as identified in section 287.135, F.S. Pursuant to section 287.135, F.S., the Department may immediately terminate this Agreement at its sole option if the Grantee is found to have submitted a false certification; or if the Grantee is placed on the Scrutinized Companies with Activities in Sudan List, or Scrutinized Attachment 1-B 10 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with business operations in Cuba or Syria during the term of the Agreement. c. As provided in subsection 287.135(8), F.S., if federal law ceases to authorize these contracting prohibitions, then they shall become inoperative. 27. Lobbying and Integrity. The Grantee agrees that no funds received by it under this Agreement will be expended for the purpose of lobbying the Legislature or a State agency pursuant to section 216.347, F.S., except that pursuant to the requirements of section 287.058(6), F.S., during the term of any executed agreement between Grantee and the State, Grantee may lobby the executive or legislative branch concerning the scope of services, performance, term, or compensation regarding that agreement. The Grantee shall comply with sections 11.062 and 216.347, F.S. 28. Record Keeping. The Grantee shall maintain books, records and documents directly pertinent to performance under this Agreement in accordance with United States generally accepted accounting principles (US GAAP) consistently applied. The Department, the State, or their authorized representatives shall have access to such records for audit purposes during the term of this Agreement and for five (5) years following the completion date or termination of the Agreement. In the event that any work is subcontracted, Grantee shall similarly require each subcontractor to maintain and allow access to such records for audit purposes. Upon request of Department's Inspector General, or other authorized State official, Grantee shall provide any type of information the Inspector General deems relevant to Grantee's integrity or responsibility. Such information may include, but shall not be limited to, Grantee's business or financial records, documents, or files of any type or form that refer to or relate to Agreement. The Grantee shall retain such records for the longer of: (1) three years after the expiration of the Agreement; or (2) the period required by the General Records Schedules maintained by the Florida Department of State (available at: http://dos.myflorida.com/library-archives/records-management/general-records-schedules f). 29. Audits. a. Inspector General. The Grantee understands its duty, pursuant to section 20.055(5), F.S., to cooperate with the inspector general in any investigation, audit, inspection, review, or hearing. The Grantee will comply with this duty and ensure that its sub -grantees and/or subcontractors issued under this Agreement, if any, impose this requirement, in writing, on its sub -grantees and/or subcontractors, respectively. b. Physical Access and Inspection. Department personnel shall be given access to and may observe and inspect work being performed under this Agreement, with reasonable notice and during normal business hours, including by any of the following methods: i. Grantee shall provide access to any location or facility on which Grantee is performing work, or storing or staging equipment, materials or documents; ii. Grantee shall permit inspection of any facility, equipment, practices, or operations required in performance of any work pursuant to this Agreement; and, iii. Grantee shall allow and facilitate sampling and monitoring of any substances, soils, materials or parameters at any location reasonable or necessary to assure compliance with any work or legal requirements pursuant to this Agreement. c. Special Audit Requirements. The Grantee shall comply with the applicable provisions contained in Attachment 5, Special Audit Requirements. Each amendment that authorizes a funding increase or decrease shall include an updated copy of Exhibit 1, to Attachment 5. If Department fails to provide an updated copy of Exhibit 1 to include in each amendment that authorizes a funding increase or decrease, Grantee shall request one from the Department's Grants Manager. The Grantee shall consider the type of financial assistance (federal and/or state) identified in Attachment 5, Exhibit 1 and determine whether the terms of Federal and/or Florida Single Audit Act Requirements may further apply to lower tier transactions that may be a result of this Agreement. For federal financial assistance, Grantee shall utilize the guidance provided under 2 CFR §200.331 for determining whether the relationship represents that of a subrecipient or vendor. For State financial assistance, Grantee shall utilize the form entitled "Checklist for Nonstate Organizations Recipient/Subrecipient vs Vendor Determination" (form number DFS-A2-NS) that can be found under the "Links/Forms" section appearing at the following website: https:\\apps.fldfs.com\fsaa. d. Proof of Transactions. In addition to documentation provided to support cost reimbursement as described herein, Department may periodically request additional proof of a transaction to evaluate the appropriateness of costs to the Agreement pursuant to State guidelines (including cost allocation guidelines) and federal, if applicable. Allowable costs and uniform administrative requirements for federal programs can be found under 2 CFR 200. The Department may also request a cost allocation plan in support of its multipliers (overhead, indirect, Attachment 1-B 11 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 general administrative costs, and fringe benefits). The Grantee must provide the additional proof within thirty (30) days of such request. e. No Commingling of Funds. The accounting systems for all Grantees must ensure that these funds are not commingled with funds from other agencies. Funds from each agency must be accounted for separately. Grantees are prohibited from commingling funds on either a program -by -program or a project -by -project basis. Funds specifically budgeted and/or received for one project may not be used to support another project. Where a Grantee's, or subrecipient's, accounting system cannot comply with this requirement, Grantee, or subrecipient, shall establish a system to provide adequate fund accountability for each project it has been awarded. i. If Department finds that these funds have been commingled, Department shall have the right to demand a refund, either in whole or in part, of the funds provided to Grantee under this Agreement for non-compliance with the material terms of this Agreement. The Grantee, upon such written notification from Department shall refund, and shall forthwith pay to Department, the amount of money demanded by Department. Interest on any refund shall be calculated based on the prevailing rate used by the State Board of Administration. Interest shall be calculated from the date(s) the original payment(s) are received from Department by Grantee to the date repayment is made by Grantee to Department. ii. In the event that the Grantee recovers costs, incurred under this Agreement and reimbursed by Department, from another source(s), Grantee shall reimburse Department for all recovered funds originally provided under this Agreement and interest shall be charged for those recovered costs as calculated on from the date(s) the payment(s) are recovered by Grantee to the date repayment is made to Department. iii. Notwithstanding the requirements of this section, the above restrictions on commingling funds do not apply to agreements where payments are made purely on a cost reimbursement basis. 30. Conflict of Interest. The Grantee covenants that it presently has no interest and shall not acquire any interest which would conflict in any manner or degree with the performance of services required. 31. Independent Contractor. The Grantee is an independent contractor and is not an employee or agent of Department. 32. Subcontracting. a. Unless otherwise specified in the Special Terms and Conditions, all services contracted for are to be performed solely by Grantee. b. The Department may, for cause, require the replacement of any Grantee employee, subcontractor, or agent. For cause, includes, but is not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with an applicable Department policy or other requirement. c. The Department may, for cause, deny access to Department's secure information or any facility by any Grantee employee, subcontractor, or agent. d. The Department's actions under paragraphs b. or c. shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. The Grantee shall be responsible for the payment of all monies due under any subcontract. The Department shall not be liable to any subcontractor for any expenses or liabilities incurred under any subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under any subcontract. e. The Department will not deny Grantee's employees, subcontractors, or agents access to meetings within the Department's facilities, unless the basis of Department's denial is safety or security considerations. f. The Department supports diversity in its procurement program and requests that all subcontracting opportunities afforded by this Agreement embrace diversity enthusiastically. The award of subcontracts should reflect the full diversity of the citizens of the State. A list of minority -owned firms that could be offered subcontracting opportunities may be obtained by contacting the Office of Supplier Development at (850) 487-0915. g. The Grantee shall not be liable for any excess costs for a failure to perform, if the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both Grantee and the subcontractor(s), and without the fault or negligence of either, unless the subcontracted products or services were obtainable from other sources in sufficient time for Grantee to meet the required delivery schedule. 33. Guarantee of Parent Company. If Grantee is a subsidiary of another corporation or other business entity, Grantee asserts that its parent company will guarantee all of the obligations of Grantee for purposes of fulfilling the obligations of Agreement. In the event Grantee Attachment 1-B 12 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 is sold during the period the Agreement is in effect, Grantee agrees that it will be a requirement of sale that the new parent company guarantee all of the obligations of Grantee. 34. Survival. The respective obligations of the parties, which by their nature would continue beyond the termination or expiration of this Agreement, including without limitation, the obligations regarding confidentiality, proprietary interests, and public records, shall survive termination, cancellation, or expiration of this Agreement. 35. Third Parties. The Department shall not be deemed to assume any liability for the acts, failures to act or negligence of Grantee, its agents, servants, and employees, nor shall Grantee disclaim its own negligence to Department or any third party. This Agreement does not and is not intended to confer any rights or remedies upon any person other than the parties. If Department consents to a subcontract, Grantee will specifically disclose that this Agreement does not create any third - party rights. Further, no third parties shall rely upon any of the rights and obligations created under this Agreement. 36. Severability. If a court of competent jurisdiction deems any term or condition herein void or unenforceable, the other provisions are severable to that void provision, and shall remain in full force and effect. 37. Grantee's Employees, Subcontractors and Agents. All Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under Agreement must comply with all security and administrative requirements of Department and shall comply with all controlling laws and regulations relevant to the services they are providing under the Agreement. 38. Assignment. The Grantee shall not sell, assign, or transfer any of its rights, duties, or obligations under the Agreement, or under any purchase order issued pursuant to the Agreement, without the prior written consent of Department. In the event of any assignment, Grantee remains secondarily liable for performance of the Agreement, unless Department expressly waives such secondary liability. The Department may assign the Agreement with prior written notice to Grantee of its intent to do so. 39. Compensation Report. If this Agreement is a sole -source, public -private agreement or if the Grantee, through this agreement with the State, annually receive 50% or more of their budget from the State or from a combination of State and Federal funds, the Grantee shall provide an annual report, including the most recent IRS Form 990, detailing the total compensation for the entities' executive leadership teams. Total compensation shall include salary, bonuses, cashed -in leave, cash equivalents, severance pay, retirement benefits, deferred compensation, real -property gifts, and any other payout. The Grantee must also inform the Department of any changes in total executive compensation between the annual reports. All compensation reports must indicate what percent of compensation comes directly from the State or Federal allocations to the Grantee. 40. Disclosure of Gifts from Foreign Sources. If the value of the grant under this Agreement is $100,000 or more, Grantee shall disclose to Department any current or prior interest of, any contract with, or any grant or gift received from a foreign country of concern, as defined in section 286.101, F.S., if such interest, contract, or grant or gift has a value of $50,000 or more and such interest existed at any time or such contract or grant or gift was received or in force at any time during the previous 5 years. Such disclosure shall include the name and mailing address of the disclosing entity, the amount of the contract or grant or gift or the value of the interest disclosed, the applicable foreign country of concern and, if applicable, the date of termination of the contract or interest, the date of receipt of the grant or gift, and the name of the agent or controlled entity that is the source or interest holder. If the disclosure requirement is applicable as described above, then within 1 year before applying for any grant, Grantee must also provide a copy of such disclosure to the Department of Financial Services. 41. Food Commodities. To the extend authorized by federal law, the Department, its grantees, contractors and subcontractors shall give preference to food commodities grown or produced in this state when purchasing food commodities, including farm products as defined in section 823.14, F.S., of any class, variety, or use thereof in their natural state or as processed by a farm operation or processor for the purpose of marketing such product. 42. Anti -human Trafficking. Attachment 1-B 13 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 If the Grantee is a nongovernmental entity, the Grantee must provide the Department with an affidavit signed by an officer or a representative of the Grantee under penalty of perjury attesting that the Grantee does not use coercion for labor or services as defined in section 787.06, F.S. 43. Iron and Steel for Public Works Projects. If this Agreement funds a "public works project" as defined in section 255.0993, F.S., or the purchase of materials to be used in a public works project, any iron or steel permanently incorporated in the Project must be "produced in the United States," as defined in section 255.0993, F.S. This requirement does not apply if the Department determines that any of the following circumstances apply to the Project: (1) iron or steel products produced in the United States are not produced in sufficient quantities, reasonably available, or of satisfactory quality; (2) the use of iron or steel products produced in the United States will increase the total cost of the project by more than twenty percent (20%); or (3) complying with this requirement is inconsistent with the public interest. Further, this requirement does not prevent the Contractor's minimal use of foreign steel and iron materials if: (1) such materials are incidental or ancillary to the primary product and are not separately identified in the project specifications; and (2) the "cost" of such materials, as defined in section 255.0993, F.S., does not exceed one -tenth of one percent (1%) of the total Project Cost under this Agreement or $2,500, whichever is greater. Electrical components, equipment, systems, and appurtenances, including supports, covers, shielding, and other appurtenances related to an electrical system that are necessary for operation or concealment (excepting transmission and distribution poles) are not considered to be iron or steel products and are, therefore, exempt from the requirements of this paragraph. This provision shall be applied in a manner consistent with and may not be construed to impair the state's obligations under any international agreement. 44. Complete and Accurate information. Grantee represents and warrants that all statements and information provided to DEP are current, complete, and accurate. This includes all statements and information in this Grant, as well as its Attachments and Exhibits. 45. Execution in Counterparts and Authority to Sign. This Agreement, any amendments, and/or change orders related to the Agreement, may be executed in counterparts, each of which shall be an original and all of which shall constitute the same instrument. In accordance with the Electronic Signature Act of 1996, electronic signatures, including facsimile transmissions, may be used and shall have the same force and effect as a written signature. Each person signing this Agreement warrants that he or she is duly authorized to do so and to bind the respective party to the Agreement. Attachment 1-B 14 of 14 Rev. 10/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Second Revised Special Terms and Conditions AGREEMENT NO. 22FRP58 ATTACHMENT 2-B These Special Terms and Conditions shall be read together with general terms outlined in the Standard Terms and Conditions, Attachment 1. Where in conflict, these more specific terms shall apply. 1. Scope of Work. The Project funded under this Agreement is Miami Seawalls at Morningside/Shorecrest (MS) Neighborhoods. The Project is defined in more detail in Attachment 3, Grant Work Plan. 2. Duration. a. Reimbursement Period. The reimbursement period for this Agreement is the same as the term of the Agreement. b. Extensions. There are extensions available for this Project. c. Service Periods. Additional service periods may be added in accordance with 2.a above and are contingent upon proper and satisfactory technical and administrative performance by the Grantee and the availability of funding. 3. Payment Provisions. a. Compensation. This is a cost reimbursement Agreement. The Grantee shall be compensated under this Agreement as described in Attachment 3. b. Invoicing. Invoicing will occur as indicated in Attachment 3. c. Advance Pay. Advance Pay is not authorized under this Agreement. 4. Cost Eligible for Reimbursement or Matching Requirements. Reimbursement for costs or availability for costs to meet matching requirements shall be limited to the following budget categories, as defined in the Reference Guide for State Expenditures, as indicated: Reimbursement Match Category ❑ Salaries/Wages Overhead/Indirect/General and Administrative Costs: © ❑ a. Fringe Benefits, for actual costs not to exceed the budget amount identified in Attachment 3. ❑ ❑ b. Indirect Costs, N/A. ❑X ❑ Contractual (Subcontractors) ❑ ❑ Travel, in accordance with Section 112, F.S. ❑ ❑ Equipment ❑ ❑ Rental/Lease of Equipment ❑ ❑ Miscellaneous/Other Expenses ❑ ❑ Land Acquisition 5. Equipment Purchase. No Equipment purchases shall be funded under this Agreement. 6. Land Acquisition. There will be no Land Acquisitions funded under this Agreement. 7. Match Requirements There is no match required on the part of the Grantee under this Agreement. Attachment 2-B lof3 Rev. 6/27/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 8. Insurance Requirements Required Coverage. At all times during the Agreement the Grantee, at its sole expense, shall maintain insurance coverage of such types and with such terms and limits described below. The limits of coverage under each policy maintained by the Grantee shall not be interpreted as limiting the Grantee's liability and obligations under the Agreement. Grantee shall provide coverage through a self-insurance program established and operating under the laws of Florida. Additional insurance requirements for this Agreement may be required elsewhere in this Agreement, however the minimum insurance requirements applicable to this Agreement are: a. Comprehensive General Liability Insurance. The Grantee shall provide adequate comprehensive general liability insurance coverage and hold such liability insurance at all times during the Agreement. The minimum limits shall be $200,000 for each person and $300,000 per occurrence. b. Commercial Automobile Insurance. If the Grantee's duties include the use of a commercial vehicle, the Grantee shall maintain automobile liability, bodily injury, and property damage coverage. Insuring clauses for both bodily injury and property damage shall provide coverage on an occurrence basis. The minimum limits shall be as follows: $200,000/300,000 Automobile Liability for Company -Owned Vehicles, if applicable $200,000/300,000 Hired and Non -owned Automobile Liability Coverage c. Workers' Compensation. The Grantee shall comply with the workers' compensation requirements of Chapter 440, F.S. d. Other Insurance. None. 9. Quality Assurance Requirements. There are no special Quality Assurance requirements under this Agreement. 10. Retainage. No retainage is required under this Agreement. 11. Subcontracting. The Grantee may subcontract work under this Agreement without the prior written consent of the Department's Grant Manager except for certain fixed -price subcontracts pursuant to this Agreement, which require prior approval. The Grantee shall submit a copy of the executed subcontract to the Department prior to submitting any invoices for subcontracted work. Regardless of any subcontract, the Grantee is ultimately responsible for all work to be performed under this Agreement. 12. State-owned Land. The work will not be performed on State-owned land. 13. Office of Policy and Budget Reporting. There are no special Office of Policy and Budget reporting requirements for this Agreement. 14. Common Carrier. a. Applicable to contracts with a common carrier — firm/person/corporation that as a regular business transports people or commodities from place to place. If applicable, Contractor must also fill out and return PUR 1808 before contract execution. If Contractor is a common carrier pursuant to section 908.111(1)(a), Florida Statutes, the Department will terminate this contract immediately if Contractor is found to be in violation of the law or the attestation in PUR 1808. b. Applicable to solicitations for a common carrier — Before contract execution, the winning Contractor(s) must fill out and return PUR 1808, and attest that it is not willfully providing any service in furtherance of transporting a person into this state knowing that the person unlawfully present in the United States according to the terms of the federal Immigration and Nationality Act, 8 U.S.C. ss. 1101 et seq. The Department will terminate a contract immediately if Contractor is found to be in violation of the law or the attestation in PUR 1808. Attachment 2-B 2 of 3 Rev. 6/27/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 15. Financial Assistance and Payment of Invoices to Rural Communities or Rural Areas of Opportunity This agreement does not provide federal or state financial assistance to a county or municipality that is a rural community or rural area of opportunity as those terms are defined in s. 288.0656(2). 16. Additional Terms. a. Paragraph 8.j. of Attachment 1 is deleted and replaced with a new paragraph 8.j.: A final payment request should be submitted to the Department no later than sixty (60) days following the expiration date of the Agreement to ensure the availability of funds for payment. However, if full or partial funding for this Project is provided by the federal American Rescue Plan Act (State and Local Fiscal Recovery Funds), as administered by the United States Department of the Treasury, a final payment request for any American Rescue Plan Act funding provided by this Agreement shall be submitted to the Department no later than October 31, 2026, unless an extension is granted by the Department in writing, to ensure the availability of funds and adequate time to process payment requests. If the Agreement or Task End Date is extended at any time, this payment request deadline shall still apply. All federal American Rescue Plan Act funds must be fully expended and reimbursed to Grantee Name no later than December 31, 2026, as the funds will no longer be available to the Department after that date. All work performed pursuant to the Grant Work Plan must be performed on or before the expiration date of this Agreement. b. Paragraph 8.i. of Attachment 1 is deleted. Attachment 2-B 3 of 3 Rev. 6/27/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION SECOND REVISED GRANT WORK PLAN AGREEMENT NO. 22FRP58 ATTACHMENT 3-B PROJECT TITLE: Miami Seawalls at Morningside/Shorecrest (MS) Neighborhoods PROJECT LOCATION: The Project is located in City of Miami within Miami -Dade County, Florida. PROJECT DESCRIPTION: The City of Miami (Grantee) will implement the Miami Seawall at Morningside/Shorecrest (MS) Neighborhoods (Project) which includes the design, permitting, and construction of six seawalls in the Morningside/Shorecrest neighborhoods which is part of a larger Citywide Seawall initiative to armor Miami's shoreline. Work includes raising, rehabilitating, or replacing seawalls, and associated work which may include lining/bursting/reconstruction of outfall pipes; installing tidal valves, manatee grates, rip -rap, guardrails/signs and 10' bay walk; restoring right-of-way and natural shoreline. TASKS AND DELIVERABLES: Task 1: Miami Seawalls at Mornin2side/Shorecrest (MS) Neighborhoods The Grantee will complete the following under this Project: Design and Permitting The Grantee will acquire professional services for the engineering and design of seawalls in the Morningside/Shorecrest neighborhoods, including clearing and preparing the shoreline; raising, rehabilitating, or replacing existing seawalls; and obtain all necessary permits for construction of the Project. Design and permitting activities may include coastal or civil engineering analyses, preparation of plans and specifications, physical and environmental surveys, cultural resource surveys, design -level geotechnical services, environmental analyses, orthophotography, plan formulations and other necessary studies for obtaining environmental permits, and other Project -related authorizations. The Grantee will submit its work products to the appropriate local, state, and federal regulatory agencies. The Grantee will perform preconstruction project administration, to include project scope of work determination, planning and development of proposed project(s), design consultant direction and oversight, meetings with design professionals and construction contractor(s) and overall project coordination and supervision. Construction The Grantee will acquire professional services to construct seawalls in the Morningside/Shorecrest neighborhoods, including clearing and preparing the shoreline, and raising, rehabilitating, or replacing existing seawalls in accordance with the construction contract documents. Project costs associated with the Construction task include work approved through construction bids and/or construction -phase engineering and monitoring services contracts. Eligible activities may include mobilization, demobilization, construction observation or inspection services, physical and environmental surveys, and mitigation projects. Construction shall be conducted in accordance with all local, state, and federal permits. Project Management activities may include field engineering services, site meetings with construction contractor(s) and design professionals, and overall project coordination and supervision. Deliverables: The Grantee will submit: DEP Agreement No.: 22FRP58 9/9/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 • 1.1: All final design documents as signed by a Florida -registered Professional Engineer or other applicable Florida Licensed Professional in responsible charge of the design. • 1.2: A copy of final permit documents from all applicable local, state, and federal regulatory agencies for all permits required for the Project. This should include any permits listed in the original project application and as required by Attachment 8. • 1.3: A copy of the record (as -built) drawings. • 1.4: A Certificate of Completion signed by a Florida -registered Professional Engineer or authorized individual in responsible charge of project. • 1.5: Coordinate final site visit with Department and submit the Closeout Site Visit Form received from assigned Field Agent. • 1.6: Project administration and management report(s) signed by the Grantee's Grant Manager or a Florida -registered Professional Engineer or authorized individual in responsible charge of project. The report(s) must cover the performance period of the task and can be submitted no more frequently than monthly during the performance period of the task. The report(s) must include: o A summary of project administration activities which may also include project and site inspections; o Meeting minutes to all attended meetings, as applicable; and o Field notes, if applicable. PERFORMANCE MEASURES: The Grantee will submit all deliverables to ResilientFloridaGrants@FloridaDEP.gov on or before the Task Due Date listed in the Project Timeline. The Department's Grant Manager will review the deliverable(s) to verify that they meet the specifications in the Grant Work Plan and the task description, to include any work being performed by any subcontractor(s), and will provide written acceptance or non -acceptance of the deliverable(s) to the Grantee within thirty (30) calendar days. Deliverables that the Department determines are not acceptable must be corrected and resubmitted in coordination with the Department's Grant Manager. Tasks may include multiple deliverables to be completed. The Department will accept partial and full deliverables. Incomplete deliverables will not be accepted. A "partial deliverable" is defined as a deliverable consisting of one (1) or more (but not all) subcomponents listed in the deliverable list for a single task, where such subcomponent(s) are delivered to the Department at one hundred percent (100%) completion. A "full deliverable" is defined as a deliverable comprising all subcomponents listed in the deliverable list for a single task, all delivered to the Department at one hundred percent (100%) completion. An "incomplete deliverable" is defined as a deliverable for which one hundred percent (100%) completion has not been achieved for any of the subcomponents listed in the deliverable list for a single task. A task is considered one hundred percent (100%) complete upon the Department's receipt and approval of all deliverable(s) listed within the task and the Department's approval provided by the Deliverable Acceptance Letter. All deliverables must be received by the Task Due Date and accepted by the Department on or before the Agreement's Date of Expiration, or the Consequences for Non -Performance set forth herein shall apply. CONSEQUENCES FOR NON-PERFORMANCE: For each task deliverable not received and accepted by the Department at one hundred percent (100%) completion on or before the Agreement's Date of Expiration, the Department will reduce the relevant Task Funding Amount(s) paid to Grantee in proportion to the percentage of the deliverable(s) not fully completed. For each task deliverable not received by the Department by the specified Task Due Date listed in the Agreement's most recent Project Timeline, the Department will reduce the relevant Task Funding Amount(s) by 5% per calendar day, which will be imposed until the Department has received the task deliverable. The Consequence for Non -Performance will be applied to and included in the relevant task deliverable's payment request. DEP Agreement No.: 22FRP58 9/9/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PAYMENT REQUEST SCHEDULE: Following the Grantee's full or partial completion of a task's deliverable(s) and acceptance by the Department's Grant Manager, the Grantee may submit a payment request for cost reimbursement using the Exhibit C, Payment Request Summary Form. All payment requests must be accompanied by the Deliverable Acceptance Letter and supporting fiscal documentation including match, if applicable. Interim payments will not be accepted. Payment requests will not be accepted until all required Exhibit A, Progress Report Forms, have been submitted to the Department's Grant Manager for all reporting periods dating back to the Agreement Begin Date. Upon the Department's receipt of the aforementioned documents and supporting fiscal documentation, the Department's Grant Manager will have ten (10) working days to review and approve or deny the payment request. PROJECT TIMELINE AND BUDGET DETAIL: The tasks must be completed by, and all deliverables received by, the corresponding task due date listed in the table below. Cost -reimbursable grant funding must not exceed the budget amounts indicated below. Requests for any change(s) must be submitted prior to the current task due date listed in the Project Timeline. For Projects funded with federal American Rescue Plan Act funds, requests for any change(s) must be submitted to the Department prior to October 1, 2024. Requests are to be sent via email to the Department's Grant Manager, with the details of the request and the reason for the request made clear. Task No. Task Title DEP Amount Task Start Date Task Due Date 1 Miami Seawalls at Morningside/Shorecrest (MS) Neighborhoods $1,510,896.42 Upon Execution 6/30/2026 Total: $1,510,896.42 SALARY AND FRINGE BENEFITS BY TASK: Cost -reimbursable funding or hourly match and fringe rate(s) by position have been established by the Grantees governing board, or Chief Executive Officer and may not exceed those indicated below. Upon submission of each payment request, the Grantee certifies that the hours and fringe rates submitted are accurate, allowable, and actual costs for the Grant Agreement. Upon request by the Department's Grant Manager, additional documentation of hours worked will be provided. Task No. Position Title Hourly Rate Fringe Benefit Rate 1 Assistant Director $101.93 11% Senior Project Manager $98.57 11% Project Manager $75.46 11% Administration $63.26 11% DEP Agreement No.: 22FRP58 9/9/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Revised Public Records Requirements Attachment 4-A 1. Public Records. a. If the Agreement exceeds $35,000.00, and if Grantee is acting on behalf of Department in its performance of services under the Agreement, Grantee must allow public access to all documents, papers, letters, or other material, regardless of the physical form, characteristics, or means of transmission, made or received by Grantee in conjunction with the Agreement (Public Records), unless the Public Records are exempt from section 24(a) of Article I of the Florida Constitution and section 119.07(1), F.S. b. The Department may unilaterally terminate the Agreement if Grantee refuses to allow public access to Public Records as required by law. 2. Additional Public Records Duties of Section 119.0701, F.S., If Applicable. For the purposes of this paragraph, the term "contract" means the "Agreement." If Grantee is a "contractor" as defined in section 119.0701(1)(a), F.S., the following provisions apply and the contractor shall: a. Keep and maintain Public Records required by Department to perform the service. b. Upon request, provide Department with a copy of requested Public Records or allow the Public Records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, F.S., or as otherwise provided by law. c. A contractor who fails to provide the Public Records to Department within a reasonable time may be subject to penalties under section 119.10, F.S. d. Ensure that Public Records that are exempt or confidential and exempt from Public Records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the Public Records to Department. e. Upon completion of the contract, transfer, at no cost, to Department all Public Records in possession of the contractor or keep and maintain Public Records required by Department to perform the service. If the contractor transfers all Public Records to Department upon completion of the contract, the contractor shall destroy any duplicate Public Records that are exempt or confidential and exempt from Public Records disclosure requirements. If the contractor keeps and maintains Public Records upon completion of the contract, the contractor shall meet all applicable requirements for retaining Public Records. All Public Records stored electronically must be provided to Department, upon request from Department's custodian of Public Records, in a format specified by Department as compatible with the information technology systems of Department. These formatting requirements are satisfied by using the data formats as authorized in the contract or Microsoft Word, Outlook, Adobe, or Excel, and any software formats the contractor is authorized to access. f. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, F.S., TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE CONTRACT, CONTACT THE DEPARTMENT'S CUSTODIAN OF PUBLIC RECORDS AT: Telephone: (850) 245-2118 Email: public.services@a,floridadep.gov Mailing Address: Department of Environmental Protection ATTN: Office of Ombudsman and Public Services Public Records Request 3900 Commonwealth Boulevard, MS 49 Tallahassee, Florida 32399 Attachment 4-A 1 of 1 Rev. 4/8/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Revised Special Audit Requirements (State and Federal Financial Assistance) Attachment 5-A The administration of resources awarded by the Department of Environmental Protection (which may be referred to as the "Department", "DEP", "FDEP" or "Grantor'; or other name in the agreement) to the recipient (which may be referred to as the "Recipient'; "Grantee" or other name in the agreement) may be subject to audits and/or monitoring by the Department of Environmental Protection, as described in this attachment. MONITORING In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F-Audit Requirements, and Section 215.97, F.S., as revised (see "AUDITS" below), monitoring procedures may include, but not be limited to, on -site visits by DEP Department staff, limited scope audits as defined by 2 CFR 200.425, or other procedures. By entering into this Agreement, the recipient agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department of Environmental Protection. In the event the Department of Environmental Protection determines that a limited scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instructions provided by the Department to the recipient regarding such audit. The recipient further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer (CFO) or Auditor General. AUDITS PART I: FEDERALLY FUNDED This part is applicable if the recipient is a State or local government or a non-profit organization as defined in 2 CFR §200.330 1. A recipient that expends $1,000,000 or more in Federal awards in its fiscal year, must have a single or program -specific audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F. EXHIBIT 1 to this Attachment indicates Federal funds awarded through the Department of Environmental Protection by this Agreement. In determining the federal awards expended in its fiscal year, the recipient shall consider all sources of federal awards, including federal resources received from the Department of Environmental Protection. The determination of amounts of federal awards expended should be in accordance with the guidelines established in 2 CFR 200.502-503. An audit of the recipient conducted by the Auditor General in accordance with the provisions of 2 CFR Part 200.514 will meet the requirements of this part. 2. For the audit requirements addressed in Part I, paragraph 1, the recipient shall fulfill the requirements relative to auditee responsibilities as provided in 2 CFR 200.508-512. 3. A recipient that expends less than $1,000,000 in federal awards in its fiscal year is not required to have an audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F-Audit Requirements. If the recipient expends less than $1,000,000 in federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of 2 CFR 200, Subpart F-Audit Requirements, the cost of the audit must be paid from non-federal resources (i.e., the cost of such an audit must be paid from recipient resources obtained from other federal entities. 4. The recipient may access information regarding the Catalog of Federal Domestic Assistance (CFDA) via the internet at https://sam.gov/content/assistance-listings. Attachment 5-A 1 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PART II: STATE FUNDED This part is applicable if the recipient is a nonstate entity as defined by Section 215.97(2), Florida Statutes. In the event that the recipient expends a total amount of state financial assistance equal to or in excess of $750,000 in any fiscal year of such recipient (for fiscal years ending June 30, 2017, and thereafter), the recipient must have a State single or project -specific audit for such fiscal year in accordance with Section 215.97, F.S.; Rule Chapter 69I-5, F.A.C., State Financial Assistance; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General. EXHIBIT 1 to this form lists the state financial assistance awarded through the Department of Environmental Protection by this agreement. In determining the state financial assistance expended in its fiscal year, the recipient shall consider all sources of state financial assistance, including state financial assistance received from the Department of Environmental Protection, other state agencies, and other nonstate entities. State financial assistance does not include federal direct or pass -through awards and resources received by a nonstate entity for Federal program matching requirements. 2. In connection with the audit requirements addressed in Part II, paragraph 1; the recipient shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2), Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General. 3. If the recipient expends less than $750,000 in state financial assistance in its fiscal year (for fiscal year ending June 30, 2017, and thereafter), an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required. In the event that the recipient expends less than $750,000 in state financial assistance in its fiscal year, and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the non -state entity's resources (i.e., the cost of such an audit must be paid from the recipient's resources obtained from other than State entities). 4. For information regarding the Florida Catalog of State Financial Assistance (CSFA), a recipient should access the Florida Single Audit Act web site located at https://apps.fldfs.com/fsaa for assistance. In addition to the above websites, the following websites may be accessed for information: Legislature's Website at http://www.leg.state.fl.us/Welcome/index.cfm, State of Florida's website at http://www.myflorida.com/, Department of Financial Services' Website at http://www.fldfs.com/and the Auditor General's Website at http://www.myflorida.com/audgen/. PART III: OTHER AUDIT REQUIREMENTS (NOTE: This part would be used to sped any additional audit requirements imposed by the State awarding entity that are solely a matter of that State awarding entity's policy (i. e., the audit is not required by Federal or State laws and is not in conflict with other Federal or State audit requirements). Pursuant to Section 215.97(8), Florida Statutes, State agencies may conduct or arrange for audits of State financial assistance that are in addition to audits conducted in accordance with Section 215.97, Florida Statutes. In such an event, the State awarding agency must arrange for funding the full cost of such additional audits.) PART IV: REPORT SUBMISSION 1. Copies of reporting packages for audits conducted in accordance with 2 CFR Part 200, Subpart F-Audit Requirements, and required by PART I of this form shall be submitted, when required by 2 CFR 200.512, by or on behalf of the recipient directly to the Federal Audit Clearinghouse (FAC) as provided in 2 CFR 200.36 and 200.512 A. The Federal Audit Clearinghouse designated in 2 CFR §200.501(a) (the number of copies required by 2 CFR §200.501(a) should be submitted to the Federal Audit Clearinghouse), at the following address: Attachment 5-A 2 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 By Mail: Federal Audit Clearinghouse Bureau of the Census 1201 East loth Street Jeffersonville, IN 47132 Submissions of the Single Audit reporting package for fiscal periods ending on or after January 1, 2008, must be submitted using the Federal Clearinghouse's Internet Data Entry System which can be found at http://harvester.census.gov/facweb/ 2. Copies of financial reporting packages required by PART II of this Attachment shall be submitted by or on behalf of the recipient directly to each of the following: A. The Department of Environmental Protection at one of the following addresses: By Mail: Audit Director Florida Department of Environmental Protection Office of Inspector General, MS 40 3900 Commonwealth Boulevard Tallahassee, Florida 32399-3000 Electronically: FDEPSingleAuditgdep. state.fl.us B. The Auditor General's Office at the following address: Auditor General Local Government Audits/342 Claude Pepper Building, Room 401 111 West Madison Street Tallahassee, Florida 32399-1450 The Auditor General's web site (http://flauditor.gov/) provides instructions for filing an electronic copy of a financial reporting package. 3. Copies of reports or management letters required by PART III of this Attachment shall be submitted by or on behalf of the recipient directly to the Department of Environmental Protection at one of the following addresses: By Mail: Audit Director Florida Department of Environmental Protection Office of Inspector General, MS 40 3900 Commonwealth Boulevard Tallahassee, Florida 32399-3000 Electronically: FDEPSingleAudit(a,dep.state.fl.us 4. Any reports, management letters, or other information required to be submitted to the Department of Environmental Protection pursuant to this Agreement shall be submitted timely in accordance with 2 CFR 200.512, section 215.97, F.S., and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General, as applicable. Attachment 5-A 3 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 5. Recipients, when submitting financial reporting packages to the Department of Environmental Protection for audits done in accordance with 2 CFR 200, Subpart F-Audit Requirements, or Chapters 10.550 (local governmental entities) and 10.650 (non and for -profit organizations), Rules of the Auditor General, should indicate the date and the reporting package was delivered to the recipient correspondence accompanying the reporting package. PART V: RECORD RETENTION The recipient shall retain sufficient records demonstrating its compliance with the terms of the award and this Agreement for a period of five (5) years from the date the audit report is issued, and shall allow the Department of Environmental Protection, or its designee, Chief Financial Officer, or Auditor General access to such records upon request. The recipient shall ensure that audit working papers are made available to the Department of Environmental Protection, or its designee, Chief Financial Officer, or Auditor General upon request for a period of three (3) years from the date the audit report is issued, unless extended in writing by the Department of Environmental Protection. Attachment 5-A 4 of 6 BGS-DEP 55-215 revised 10/01/24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 EXHIBIT —1 FUNDS AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: Note: If the resources awarded to the recipient represent more than one federal program, provide the same information shown below for each federal program and show total federal resources awarded Federal Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following: Federal Program A Federal Agency CFDA Number CFDA Title Funding Amount State Appropriation Category Amendment 2 U.S. Department of Treasury 21.027 SLFRP0125 $1,510,896.42 152-D22 Federal Program B Federal Agency CFDA Number CFDA Title Funding Amount State Appropriation Category $ Note: Of the resources awarded to the recipient represent more than one federal program, list applicable compliance requirements for each federal program in the same manner as shown below: Federal Program A First Compliance requirement: i.e.: (what services of purposes resources must be used for) Second Compliance requirement: i.e.:(eligibility requirement for recipients of the resources) Etc. Etc. Federal Program B First Compliance requirement: i.e.: (what services of purposes resources must be used for) Second Compliance requirement: i.e.: (eligibility requirement for recipients of the resources) Etc. Etc. Attachment 5-A, Exhibit 1 5 of 6 BGS-DEP 55-215 Revised 7/2019 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Note: If the resources awarded to the recipient for matching represent more than one federal program, provide the same information shown below for each ederal program and show total state resources awarded for matching. State Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following Matching Resources for Federal Programs: Federal Program A Federal Agency CFDA CFDA Title Funding Amount State Appropriation Category Federal Program B Federal Agency CFDA CFDA Title Funding Amount State Appropriation Category Note: If the resources awarded to the recipient represent more than one state project, provide the same information shown below for each state project and show total state financial assistance awarded that is subject to section 215.97, F.S. State Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following Resources Subject to Section 215.97, F.S.: State Program A State Awarding Agency State Fiscal Year' CSFA Number CSFA Title or Funding Source Description Funding Amount State Appropriation Category State Program B State Awarding Agency State Fiscal Year2 CSFA Number CSFA Title or Funding Source Description Funding Amount State Appropriation Category Total Award $1,510,896.42 1 Note: List applicable compliance requirement in the same manner as illustrated above for federal resources. For matching resources provided by the Department for DEP for federal programs, the requirements might be similar to the requirements for the applicable federal programs. Also, to the extent that different requirements pertain to different amount for the non-federal resources, there may be more than one grouping (i.e. 1, 2, 3, etc.) listed under this category. For each program identified above, the recipient shall comply with the program requirements described in the Catalog of Federal Domestic Assistance (CFDA) [https://sam.gov/content/assistance-listings] and/or the Florida Catalog of State Financial Assistance (CSFA) [https://apps.fldfs.com/fsaa/searchCatalog.aspx], and State Projects Compliance Supplement (Part Four: State Projects Compliance Supplement [https://apps.fldfs.com/fsaa/state_project_compliance.aspx]. The services/purposes for which the funds are to be used are included in the Agreement's Grant Work Plan. Any match required by the Recipient is clearly indicated in the Agreement. ' Subject to change by Change Order. 2 Subject to change by Change Order. Attachment 5-A, Exhibit 1 6 of 6 BGS-DEP 55-215 Revised 7/2019 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION SECOND REVISED PROGRAM -SPECIFIC REQUIREMENTS RESILIENT FLORIDA PROGRAM ATTACHMENT 6-B General 1. Deliverable and Payment Request Submissions. All grant deliverables and payment requests (Exhibit C) must be submitted to ResilientFloridaGrants@FloridaDEP.gov. 2. Contractual Services. For all grant agreements that include Contractual Services as an expenditure category, the Grantee must submit Exhibit H, Contractual Services Certification, and all required supporting documentation for all contractors conducting work under the grant agreement, prior to submitting a payment request for contractual services. 3. Grantee Match Form. If the grant agreement includes match requirements in Attachment 2, the Grantee must submit the Grantee Match Form upon execution of the grant agreement and at any time there are changes to the match funding amount and/or funding source throughout the grant agreement period. 4. Project Photos. The Grantee must submit Exhibit G, Photo Release Form, with the first submission of deliverables and reports (Exhibit A and F) that include photos. 5. DEP Logo and Funding Source Disclaimer. The final Vulnerability Assessment Report, Adaptation Plan report or document, and any permanent signage created for an implementation project included on the Statewide Flooding and Sea Level Rise Resilience Plan must include the Department's logo (which can be found on the Department's website at: https://floridadep.gov or by contacting the Grant Manager for a copy) as well as the following language: "This work was funded in part through a grant agreement from the Florida Department of Environmental Protection's Office of Resilience and Coastal Protection Resilient Florida Program. The views, statements, findings, conclusions, and recommendations expressed herein are those of the author(s) and do not necessarily reflect the views of the State of Florida or any of its subagencies." 6. Final Project Report. The Grantee must submit Exhibit F, Final Project Report Form, prior to requesting final payment. The Final Project Report may be submitted in lieu of the fmal Exhibit A, Progress Report Form, only in instances where the next quarterly progress report falls after the Agreement's Date of Expiration. For grants funded with American Rescue Plan Act (ARPA) Funds that are not completed by the Agreement's Date of Expiration, Exhibit F must also be submitted to ResilientFloridaGrants@FloridaDEP.gov upon completion of the project, which may be after the Agreement's Date of Expiration. 7. Copyright, Patent and Trademark. The Department reserves a royalty -free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for state government purposes: a. The copyright in any work developed under this Agreement; and b. Any rights or copyright to which the Grantee or subcontractor purchases ownership with grant support. 8. Geographic Information System (GIS) files and associated metadata. All GIS files and associated metadata must adhere to the Resilient Florida Program's GIS Data Standards (found on the Resilient Florida Program web site: hops://floridadep.gov/rcp/resilient-florida-program/documents/resilient-florida-program-gis-data- standards), and raw data sources shall be defined within the associated metadata. Rev. 9.9.24 Attachment 6-B Page 1 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 9. Program Deliverable Acceptance and Disclaimer. The Department's acceptance of any specific project's task deliverables required by that project's Resilient Florida Program grant agreement, does not guarantee the Department's acceptance of the same or similar task deliverables, as required by a different Resilient Florida Program grant agreement, notwithstanding the Grantee(s) and/or project(s) at issue being the same or similar. The Department will review and accept all deliverables individually, pursuant to the terms and conditions of each grant agreement for which they are submitted, including Attachment 3, Grant Work Plan. The Department's acceptance of a specific deliverable does not constitute the Department's confirmation that the conclusions or statements made within said deliverable are truthful or accurate, including, but not limited to, claims of scientific validity and the certification of engineering practices. If a dispute arises between the Department and Grantee regarding the veracity of a specific deliverable's content, the Department may request that the Grantee provide additional documentation (e.g., a certification statement signed and sealed by a licensed Professional Engineer), verifying that the conclusions or statements at issue are true and correct to the best of the Grantee's knowledge, prior to the Department's acceptance of said deliverable. 10. Sunshine Law Compliance. As per Paragraph 23 to Attachment 1, Standard Terms and Conditions, the Grantee is solely responsible for ensuring that its actions (and those of its agents) under the Agreement are made in compliance with Section 286.011, Florida Statutes —Florida's Govemment in the Sunshine Law —where applicable. Implementation Grants 11. Sea Level Impact Projection Study Requirement. If a state -funded construction project is located within an area where a Sea Level Impact Protection (SLIP) study is required pursuant to Section 380.0937, Florida Statutes, the Grantee is responsible for conducting such a SLIP study and submitting the resulting report to the Department. The SLIP study report must be received by the Department, approved by the Department, and published on the Department's website for at least thirty (30) days before construction can commence. Upon submission to the Department, SLIP study reports must meet all relevant statutory requirements, as well as the standards and criteria indicated in Chapter 62S-7, Florida Administrative Code. 12. Permits. The Grantee acknowledges that receipt of this grant does not imply nor guarantee that a federal, state, or local permit will be issued for a particular activity. The Grantee agrees to ensure that all necessary permits are obtained prior to implementation of any grant -funded activity that may fall under applicable federal, state, or local laws. Further, the Grantee shall abide by all terms and conditions of each applicable permit for any grant -funded activity. Upon request, the Grantee must provide a copy of all required, acquired, and approved permits for the project. 13. Grant funds may not be used to support ongoing efforts to comply with certain legal requirements or actions that were unanticipated, non-existent, or unknown to the Department at the time of this Agreement's execution, including regulatory and permit compliance requirements, non-compliance and citation fees, fees resulting from unanticipated permit conditions, settlement agreements, and compliance with formal or informal enforcement actions to resolve violations of applicable rules and statutes (including consent orders, Closed Without Official Enforcement agreements, and similar enforcement actions). Grant funds may be utilized to support ongoing efforts to comply with permit -required conditions, as approved by the Resilient Florida Program (e.g., pre-, during-, and post -construction monitoring and mitigation efforts). Grants Funded with American Rescue Plan Act (ARPA) Funds 14. Match Expenditure Monitoring. For any match -funded deliverable(s) identified in Attachment 3, Grant Work Plan, not accepted by the Department by the Date of Expiration listed in Section 3 to the Standard Grant Agreement (as modified by any properly executed amendment(s), as applicable), the Grantee must submit Exhibit M, Match Expenditure Monitoring Form, to the Department prior to ARPA-funded grant closeout to Rev. 9.9.24 Attachment 6-B Page 2 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 identify all remaining deliverable(s) which are to be completed solely using Grantee match funding. Failure to submit Exhibit M and all remaining Project deliverables to the Department, as well as meet the Match Requirements identified in Section 7 to Attachment 2, may hinder the Grantee's chances of receiving future grant awards from the Resilient Florida Program. Rev. 9.9.24 Attachment 6-B Page 3 of 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 ATTACHMENT 8-A Revised Contract Provisions for Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Agreements The Department, as a Non -Federal Entity as defined by 2 CFR §200.69, shall comply with the following provisions, where applicable. For purposes of this Grant Agreement between the Department and the Grantee, the term "Recipient" shall mean "Grantee." Further, the Department, as a pass -through entity, also requires the Grantee to pass on these requirements to all lower tier subrecipients/contractors, and to comply with the provisions of the award, the SLFRF implementing regulation, including applicable provisions of the OMB Uniform Guidance (2 CFR Part 200), and all associated terms and conditions. Therefore, Grantees must include these requirements in all related subcontracts and/or sub - awards. Grantees can include these requirements by incorporating this Attachment in the related subcontract and/or sub -awards, however for all such subcontracts and sub -awards, the Grantee shall assume the role of the Non -Federal Entity and the subrecipients shall assume the role of the Recipient. 2 CFR PART 200 APPENDIX 2 REQUIREMENTS 1. Administrative, Contractual, and Legal Remedies The following provision is required if the Agreement is for more than $150,000. In addition to any of the remedies described elsewhere in the Agreement, if the Recipient materially fails to comply with the terms and conditions of this Contract, including any Federal or State statutes, rules, or regulations, applicable to this Contract, the Non - Federal Entity may take one or more of the following actions. A. Temporarily withhold payments pending correction of the deficiency by the Recipient. B. Disallow (that is, deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance. C. Wholly or partly suspend or terminate this Contract. D. Take other remedies that may be legally available. The remedies identified above, do not preclude the Recipient from being subject to debarment and suspension under Presidential Executive Orders 12549 and 12689. The Non -Federal entity shall have the right to demand a refund, either in whole or part, of the funds provided to the Recipient for noncompliance with the terms of this Agreement. 2. Termination for Cause and Convenience Termination for Cause and Convenience are addressed elsewhere in the Agreement. 3. Equal Opportunity Clause The following provision applies if the agreement meets the definition of "federally assisted construction contract" as defined by 41 CFR Part 60-1.3: During the performance of this Agreement, the Recipient agrees as follows: A. The Recipient will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Recipient 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: i. 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 Recipient 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. B. The Recipient will, in all solicitations or advertisements for employees placed by or on behalf of the Recipient, 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 Recipient 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 Attachment 8-A 1 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 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 Recipient's legal duty to furnish information. D. The Recipient will send to each labor union or representative of workers with which he has a collective bargaining agreement or other Agreement or understanding, a notice to be provided advising the said labor union or workers' representatives of the Recipient's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. E. The Recipient 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 Recipient 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 his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. G. In the event of the Recipient'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 Recipient 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 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 Recipient will include the portion of the sentence immediately preceding paragraph (1) and 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 Recipient will take such action with respect to any subcontractor purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance. 4. Contract Work Hours and Safety Standards Act Where applicable, if the Agreement is in excess of $100,000 and involves the employment of mechanics or laborers, the Recipient must comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each Recipient must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 5. Rights to Inventions Made Under Agreement If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the Non- Federal Entity 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 Non -Federal Entity 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. 6. Clean air Act (42 U.S. C. 7401-7671q.), the Federal Water Pollution Control Act (33 U.S.C. 1251- 1387), and EPA Regulations If the Agreement is in excess of $100,000, the Recipient shall comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Rev. 6/27/2024 Attachment 8-A 2 of 6 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Act as amended (33 U.S.C. 1251-1387), and by the EPA (40 CFR Part 15). Violations must be reported to the Federal Awarding Agency and the Regional Office of the Environmental Protection Agency (EPA). i. The Grantee shall include these requirements for the Clean Air Act and the Federal Water Pollution Act in each subcontract exceeding $100,000 financed in whole or in part with SLFRF funds. 7. Debarment and Suspension (Executive Orders 12549 and 12689) The Recipient certifies that it is not listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 and 2 CF 1200 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." 8. Byrd Anti -Lobbying Amendment (31 U.S.C. 1352) The Recipient certifies 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. If applicable, the Recipient shall disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award, using form SF-LLL, available at: hops://apply07.grants.gov/apply/forms/sample/SFLLL_1_2_P-V 1.2.pdf. i. Grantees who apply or bid for an award of $100,000 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. 9. Procurement of Recovered Materials The Recipient must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act as described in 2 CFR part 200.322. 10. Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment The Recipients and subrecipients are prohibited from obligating or expending loan or grant funds to procure or obtain; extend or renew a contract to procure or obtain; or enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as partof any system. See Section 889 of Public Law 115-232 (National Defense Authorization Act 2019). Also, see 2 CFR 200.216 and 200.471. 11. Domestic Preferences for Procurement The Recipients and subrecipients must, to the greatest extent practical, give preference to the purchase, acquisition, or use of goods, products, or materials produced in the United States in accordance with 2 CFR 200.322. ADMINISTRATIVE 1. General Federal Regulations Recipients shall comply with the regulations listed in 2 CFR 200, 48 CFR 31, and 40 U.S.C. 1101 et seq. 2. Rights to Patents and Inventions Made Under a Contract or Agreement Rights to inventions made under this assistance agreement are subject to federal patent and licensing regulations, which are codified at Title 37 CFR Part 401 and Title 35 U.S.C. 200 through 212. 3. Compliance with the Trafficking Victims Protection Act of 2000 (2 CFR Part 175) Recipients, their employees, subrecipients under this award, and subrecipients' employees may not: A. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; B. Procure a commercial sex act during the period of time that the award is in effect; or C. Use forced labor in the performance of the award or subawards under the award. 4. Whistleblower Protection Recipients shall comply with U.S.C. §4712, Enhancement of Recipient and Subrecipient Employee Whistleblower Protection. This requirement applies to all awards issued after July 1, 2013 and effective December 14, 2016 has been permanently extended (Public Law (P.L.) 114-261). Attachment 8-A 3 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 A. This award, related subawards, and related contracts over the simplified acquisition threshold and all employees working on this award, related subawards, and related contracts over the simplified acquisition threshold are subject to the whistleblower rights and remedies in the pilot program on award recipient employee whistleblower protections established at 41 U.S.C. 4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (P.L. 112-239). B. Recipients, their subrecipients, and their contractors awarded contracts over the simplified acquisition threshold related to this award, shall inform their employees in writing, in the predominant language of the workforce, of the employee whistleblower rights and protections under 41 U.S.C. 4712. C. The Recipient shall insert this clause, including this paragraph C, in all subawards and in contracts over the simplified acquisition threshold related to this award; best efforts should be made to include this clause, including this paragraph C in any subawards and contracts awarded prior to the effective date of this provision. 5. Notification of Termination (2 CFR § 200.340) In accordance with 2 CFR § 200.340, in the event that the Agreement is terminated prior to the end of the period of performance due to the Recipient's or subcontractor's material failure to comply with Federal statutes, regulations or the terms and conditions of this Agreement or the Federal award, the termination shall be reported to the Office of Management and Budget (OMB) -designated integrity and performance system, accessible through System for Award Management (SAM) currently the Federal Awardee Performance and Integrity Information System (FAPIIS). The Non -Federal Entity will notify the Recipient of the termination and the Federal requirement to report the termination in FAPIIS. See 2 CFR § 200.340 for the requirements of the notice and the Recipient's rights upon termination and following termination. 6. Additional Lobbying Requirements A. The Recipient certifies that no funds provided under this Agreement have been used or will be used to engage in the lobbying of the Federal Government or in litigation against the United States unless authorized under existing law. B. The Lobbying Disclosure Act of 1995, as amended (2 U.S.C. §1601 et seq.), prohibits any organization described in Section 501(c)(4) of the Internal Revenue Code, from receiving federal funds through an award, grant (and/or subgrant) or loan unless such organization warrants that it does not, and will not engage in lobbying activities prohibited by the Act as a special condition of such an award, grant (and/or subgrant), or loan. This restriction does not apply to loans made pursuant to approved revolving loan programs or to contracts awarded using proper procurement procedures. C. Pursuant to 2 CFR §200.450 and 2 CFR §200.454(e), the Recipient is hereby prohibited from using funds provided by this Agreement for membership dues to any entity or organization engaged in lobbying activities. 7. Increasing Seat Belt Use in the United States Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Grantee is encouraged to adopt and enforce on-the-job seat belt policies and programs for its employees when operating company -owned, rented or personally owned vehicles. 8. Reducing Text Messaging While Driving Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Grantee is encouraged to adopt and enforce policies that ban text messaging while driving and establish workplace safety policies to decrease accidents caused by distracted drivers. 9. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 Where applicable, 42 U.S.C. §§ 4601-4655 and implementing regulations apply to this Agreement. COMPLIANCE WITH ASSURANCES 1. Assurances Recipients shall comply with all applicable assurances made by the Department or the Recipient to the Federal Government during the Grant application process. FEDERAL REPORTING REQUIREMENTS 1. FFATA Grant Recipients awarded a new Federal grant greater than or equal to $30,000 awarded on or after Octoberl, 2015, are subject to the FFATA the Federal Funding Accountability and Transparency Act ("FFATA") of 2006. The FFATA legislation requires that information on federal awards (federal financial assistance and expenditures) be made available to the public via a single, searchable website, which is www.USASpending.gov. Attachment 8-A 4 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 The Grantee agrees to provide the information necessary, within one (1) month of execution, for the Department to comply with this requirement. DEPARTMENT OF TREASURY -SPECIFIC 1. Civil Rights Compliance Recipients of Federal financial assistance from the Treasury are required to meet legal requirements relating to nondiscrimination and nondiscriminatory use of Federal funds. Those requirements include ensuring that entities receiving Federal financial assistance from the Treasury do not deny benefits or services or otherwise discriminate on the basis of race, color, national origin, (including limited English proficiency), disability, age, or sex (including sexual orientation and gender identity), in accordance with the following: Title VI of Civil Rights Acts of 1973 (Section 504), Public Law 93-112, as amended by Public Law 93-516, 29 U.S.C. 794; Title IX of the Education Amendments of 1972 (Title IX), 20 U.S.C. 1681 et seq., and the Department's implementing regulations, 31 CFR 28; Age Discrimination Act of 1975, Public Law 94-135, 42 U.S.C. 6101 et seq., and the Department of Treasury implementing regulations at 31 CFR part 23. The Department of Treasury will request information on recipients' compliance with Title VI of the Civil Rights Act of 1964, as applicable, on an annual basis. This information may include a narrative descripting the recipient's compliance with Title VI, along with other questions and assurances. SLFRF-SPECIFIC 1. Period of Performance The Department must obligate all funds from SLFRF by December 31, 2024, and all such obligated funds must be expended by December 31, 2026. As such, the Contractor must submit all invoices by September 30, 2026, unless approved in writing by the Department. 2. Equipment and Real Property Management Any purchase of equipment or real property with SLFRF funds must be consistent with the Uniform Guidance at 2 CFR Part 200, Subpart D. Equipment and real property acquired under this program must be used for the originally authorized purpose. Consistent with 2 CFR 200.311 and 2 CFR 200.313, any equipment or real property acquired using SLFRF funds shall vest in the non -Federal entity. Any acquisition and maintenance of equipment or real property must also be in compliance with relevant laws and regulations. SLFRF INFRASTRUCTURE PROJECTS For all infrastructure projects, the Grantee shall provide the following project information on a quarterly basis to the Department: i. Projected/actual construction start date (month/year) ii. Projected/actual initiation of operation date (month/year) iii. Location details SLFRF INFRASTRUCTURE PROJECTS OVER $10 MILLION For infrastructure projects over $10 million, the following provisions apply: 1. Wage Certification Grantees may provide a certification that all laborers and mechanics employed by Grantee in the performance of such project are paid wages at the rates not less than those prevailing, as determined by the U.S. Secretary of Labor in accordance with the Davis -Bacon Act, for the corresponding classes of laborers and mechanics employed projected of a character similar to the contract work in the civil subdivision of Florida in which the work is to be performed. If the Grantee does not provide such certification, the Grantee must provide a project employment and local impact report detailing: i. The number of employees of contractors and sub -contractors working on the project; ii. The number of employees on the project hired directly and hired through a third party; iii. The wages and benefits of workers on the project by classification; and iv. Whether those wages are at rates less than those prevailing. Grantee must maintain sufficient records to substantiate this information upon request. 2. Project Labor Agreements Grantees may provide a certification that the project includes a project labor agreement, meaning a pre -hire Attachment 8-A 5 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 collective bargaining agreement consistent with the section 8(f) of the National Labor Relations Act (29 U.S.C. 158(f)). If the Grantee does not provide such certification, the Grantee must provide a project workforce continuity plan, detailing i. How the Grantee will ensure the project has ready access to a sufficient supply of appropriately skilled and unskilled labor to ensure high -quality construction throughout the life of the project; ii. How the Grantee will minimize risks of labor disputes and disruptions that would jeopardize timeliness and cost-effectiveness of the project; iii. How the Grantee will provide a safe and healthy workplace that avoids delays and costs associatedwith workplace illnesses, injuries, and fatalities; iv. Whether workers on the project will receive wages and benefits that will secure and appropriately skilled workforce in the context of the local or regional labor market; and v. Whether the project has completed a labor agreement. 3. Other Reporting Requirements Grantees must report whether the project prioritizes local hires and whether the project has Community Benefit Agreement, with a description of any such agreement, if applicable. SLFRF WATER & SEWER PROJECTS For water and sewer projects, Grantees shall provide the following information to the Department once the project starts, as appliable: i. National Pollutant Discharge Elimination System (NPDES) Permit Number, for projects aligned with the Clean Water State Revolving Fund ii. Public Water System (PWS) ID number, for projects aligned with the Drinking Water State Revolving Fund. Attachment 8-A 6 of 6 Rev. 6/27/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION RESILIENT FLORIDA GRANT PROGRAM EXHIBIT A-1 REVISED PROGRESS REPORT FORM The current Exhibit A, Progress Report Form for the Resilient Florida Program grant agreements can be found on the Department's website at the link below. Each progress report must be submitted on the current form. The Department will notify grantees of any substantial changes to Exhibit A that occur during the grant agreement period. https://floridadep.gov/Resilient-Florida-Program/Grants Exhibit A-1, Page 1 of 1 Rev. 7/1/2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION RESILIENT FLORIDA GRANT PROGRAM SECOND REVISED CONTRACTUAL SERVICES CERTIFICATION Exhibit H-2 Required for all grant agreements that include Contractual Services as an expenditure category. DEP Agreement Number: 22FRP58 Project Title: Miami Seawalls at Morningside/Shorecrest (MS) Neighborhoods Grantee: City of Miami Subcontractor: Note: Submit separate Exhibit H Certification for each additional subcontractor. Prior to making a request for payment of contractual services, the Grantee must provide the following to the Department Grant Manager then responsible for the Grantee's Resilient Florida Grant Program grant agreement: 1. Documentation of the Grantee's procurement process, as consistent with Attachment 1, Paragraph 9(c) and Attachment 2, Paragraph 11; 2. A list of all subcontractor quote and/or bid amounts (as applicable), including the company name and address for each subcontractor; 3. An explanation of how and why the Grantee made their determination(s) for the subcontractor(s) selected to perform certain task(s) under the Grantee's relevant grant agreement; 4. A copy of the Grantee's executed subcontract agreement, as required by Attachment 2, Paragraph 11; and 5. This Exhibit H, signed and dated by the Grantee's own (non -Departmental) grant manager. By signing below, I certify that, on behalf of the Grantee, I have provided all the information required by items 1. through 4. of this exhibit, as stated above, to the Department Grant Manager currently responsible for the Grantee's Resilient Florida Grant Program grant agreement. I also certify that the procurement process the Grantee utilized follows all of said Grantee's non - Departmental policies and procedures for subcontractors. Grantee's Grant Manager Signature Print Name Date Rev. 4.8.2024 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 / IV/LW, I.IJ rIVI R-24-0307 * - Miami, FL Information Miami FL Resolution R-24-0307 Department: Office of Capital Improvements & Department of Resilience and Public Works Category: Other Attachments Agenda Summary and Legislation 16372 Exhibit A 16372 Back -Up Documents Sponsors: ADOPTED 3u/ 25, 2024 9: 00 qM Financial Impact Total Fiscal Impact: Fiscal impact will be dependent on usage. Contract capacity increases are as follows: RFQ 16-17-063: $2,000,000.00 in the aggregate through August 2024 and any subsequent extensions, as needed. RFQ 19-20-019: $13,000,000.00 in the aggregate through July 2024 and any subsequent options to renew and extensions, as needed. RFQ 21-22-016: $19,000,000.00 in the aggregate through March 2026 and any subsequent options to renew and extensions, as needed. RFQ 21-22-017: $11,000,000.00 in the aggregate through July 2025 and any subsequent options to renew and extensions, as needed. RFQ 21-22-018: $10,000,000.00 in the aggregate through June 2026 and any subsequent options to renew and extensions, as needed. RFQ 22-23-002: $15,000,000.00 in the aggregate through February 2027 and any subsequent options to renew and extensions, as needed. CIP Project No: Various Body/Legislation WHEREAS, on December 18, 2017, the City of Miami ("City") Department of Procurement ("Procurement"), on behalf of the City's Office of Capital Improvements ("OCI") and Department of Resilience and Public Works ("RPW"), issued Request for Qualifications ("RFQ") No. 16-17-063, under full and open competition, for the provision of Civil Engineering Services for Miscellaneous Projects; on January 29, 2018, Procurement received twenty-five (25) proposals in response to said RFQ; on April 12, 2018, said responsive and responsible proposals were evaluated and ranked by an Evaluation Committee ("Committee"); and, on or about August 2018, twenty (20) Agreements were executed with the successful RFQ respondents ("Consultants") as listed in Exhibit A, attached and incorporated; and WHEREAS, on February 12, 2020, Procurement, on behalf of OCI and RPW, issued RFQ No. 19-20- 019, under full and open competition, for the provision of Citywide Program Management Support Services; on May 13, 2020, Procurement received four (4) proposals in response to said RFQ; on December 17, 2020 said responsive and responsible proposals were evaluated by a Committee; and, on or about July 2021, two (2) Agreements were executed with these Consultants as listed in Exhibit A, attached hereto; and WHEREAS, on April 26, 2022, Procurement, on behalf of OCI and RPW, issued RFQ No. 21-22-016, under full and open competition, for the provision of Miscellaneous Engineering Services for Citywide Capital Improvements; on October 7, 2022, Procurement received nineteen (19) proposals in response to said RFQ; said responsive and responsible proposals were evaluated by a Committee; and, on or about March 2024, nineteen (19) Agreements were executed with these Consultants as listed in Exhibit A, attached hereto; and https://miamifl.igm2.com/Citizens/Detail_LegiFile.aspx?ID=16372&highlightTerms=24-0307&Print=Yes 1/3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 / IV/LW, I.IJ rIVI R-24-0307 * - Miami, FL WHEREAS, on September 9, 2022, Procurement, on behalf of OCI and RPW, issued RFQ No. 21- 22-017, under full and open competition, for the provision of Miscellaneous Architectural and Landscape Architectural Services for Citywide Capital Improvements; on February 2, 2023, the eleven (11) responsive and responsible proposals received by Procurement, in response to said RFQ, were evaluated by a Committee; and, on or about July 2023, eleven (11) Agreements were executed with these Consultants as listed in Exhibit A, attached hereto; and WHEREAS, on June 10, 2022, Procurement, on behalf of OCI and RPW, issued RFQ No. 21-22-018, under full and open competition, for the provision of Capital Improvements Program Support Services; on October 20, 2022 and December 1, 2022, the two (2) responsive and responsible proposals received by Procurement, in response to said RFQ, were evaluated by a Committee; and, on or about June 2023, two (2) Agreements were executed with these Consultants as listed in Exhibit A, attached hereto; and WHEREAS, on September 14, 2023, the City Commission approved an increase of Two Million Five Hundred Thousand Dollars ($2,500,000.00), plus an additional One Million Dollars ($1,000,000.00) per renewal year, for each RFQ No. 21-22-018 Agreement, via Resolution No. 23-0400, for a total amount of Three Million Dollars ($3,000,000.00), plus One Million Dollars ($1,000,000.00) per renewal year for each of these Consultants; and WHEREAS, on November 18, 2022, Procurement, on behalf of OCI and RPW, issued RFQ No. 22-23- 002, under full and open competition, for the provision of Citywide Program Management Support Services for Stormwater Infrastructure Improvements; on June 12, 2023, the six (6) responsive and responsible proposals received by Procurement, in response to said RFQ, were evaluated by a Committee; and, on or about December 2023, six (6) Agreements were executed with these Consultants as listed in Exhibit A, attached hereto; and WHEREAS, the City Manager executed Agreements with the Consultants for the provision of Civil Engineering Services for Miscellaneous Projects, Miscellaneous Engineering Services for Citywide Capital Improvements, Miscellaneous Architectural and Landscape Architectural Services for Citywide Capital Improvements, Capital Improvements Program Support Services, and Citywide Program Management Support Services for Stormwater Infrastructure Improvements in an amount of Five Hundred Thousand Dollars ($500,000.00) with each of these Consultants, respectively; and WHEREAS, the current compensation limit is insufficient to address the costs associated with the City's outstanding and foreseeable future services; and WHEREAS, it is in the best interest of the City to increase the existing contract capacities of the Agreements associated with RFQ Nos. 16-17-063, 21-22-016, and 21-22-017, by Five Hundred Thousand Dollars ($500,000.00) per Agreement, increasing the current contract capacity from Five Hundred Thousand Dollars ($500,000.00) to One Million Dollars ($1,000,000.00) per Agreement; and WHEREAS, it is in the best interest of the City to increase the existing contract capacities of the Agreements associated with RFQ No. 19-20-019, by One Million Five Hundred Thousand Dollars ($1,500,000.00) per Agreement, increasing the current contract capacity from Five Million Dollars ($5,000,000.00) to Six Million Five Hundred Thousand Dollars ($6,500,000.00) per Agreement; and WHEREAS, it is in the best interest of the City to increase the existing contract capacities of the Agreements associated with RFQ No. 21-22-018, by Two Million Dollars ($2,000,000.00) per Agreement, increasing the current contract capacity from Three Million Dollars ($3,000,000.00) to Five Million Dollars ($5,000,000.00) per Agreement; and WHEREAS, it is in the best interest of the City to increase the existing contract capacities of the Agreements associated with RFQ No. 22-23-002, by Two Million Dollars ($2,000,000.00) per Agreement, increasing the current contract capacity from Five Hundred Thousand Dollars ($500,000.00) to Two Million Five Hundred Thousand Dollars ($2,500,000.00) per Agreement; and WHEREAS, the proposed increases are intended to accommodate outstanding and foreseeable future assignments; and WHEREAS, funds are to be allocated from the appropriate departmental budgets, subject to the availability of funds and budgetary approval at the time of need; https://miamifl.igm2.com/Citizens/Detail_LegiFile.aspx?ID=16372&highlightTerms=24-0307&Print=Yes 2/3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 / IV/LW, I.IJ rIVI R-24-0307 * - Miami, FL NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. An increase in contract capacity to the Agreements with the Consultants as listed in Exhibit "A," attached and incorporated, for the provision of additional work concerning Civil Engineering Services for Miscellaneous Projects solicited under RFQ No. 16-17-063, Miscellaneous Engineering Services for Citywide Capital Improvements solicited under RFQ No. 21-22-016, and Miscellaneous Architectural and Landscape Architectural Services for Citywide Capital Improvements solicited under RFQ No. 21-22-017, in the amount of Five Hundred Thousand Dollars ($500,000.00) per Agreement, thereby increasing the current contract capacity of these Agreements from Five Hundred Thousand Dollars ($500,000.00) to One Million Dollars ($1,000,000.00) per Agreement; increasing the contract capacity to the Agreements for the provision of additional work concerning Citywide Program Management Support Services solicited under RFQ No. 19-20- 019, in the amount of One Million Five Hundred Thousand Dollars ($1,500,000.00) per Agreement, thereby increasing the current contract capacity of the initial term of these Agreements from Five Million Dollars ($5,000,000.00) to Six Million Five Hundred Thousand Dollars ($6,500,000.00) per Agreement; increasing the contract capacity to the Agreements for the provision of additional work concerning Capital Improvements Program Support Services solicited under RFQ No. 21-22-018, in the amount of Two Million Dollars ($2,000,000.00) per Agreement, thereby increasing the current contract capacity of the initial term of these Agreements from Three Million Dollars ($3,000,000.00) to Five Million Dollars ($5,000,000.00) per Agreement; increasing the contract capacity to the Agreements for the provision of additional work concerning Citywide Program Management Support Services for Stormwater Infrastructure Improvements, solicited under RFQ No. 22-23-002, in the amount of Two Million Dollars ($2,000,000.00) per Agreement, thereby increasing the current contract capacity of these Agreements from Five Hundred Thousand Dollars ($500,000.00) to Two Million Five Hundred Thousand Dollars ($2,500,000.00) per Agreement; is hereby authorized. Section 3. Funding shall be allocated from the appropriate departmental budgets, subject to the availability of funds and budgetary approval at the time of need. Section 4. The City Manager is authorized :;. to negotiate and execute any and all documents, including any contract capacity increases, amendments, renewals, extensions, and/or replacement contracts, subject to all allocations, appropriations, prior budgetary approvals, compliance with all applicable provisions of the Code of the City of Miami, Florida, as amended ("City Code"), including the City's Procurement Ordinance, Anti - Deficiency Act, and Financial Integrity Principles, all as set forth in Chapter 18 of the City Code, in forms acceptable to the City Attorney, and in compliance with all applicable laws, rules, and regulations, as may be deemed necessary for said purpose. Section 5. This Resolution shall become effective immediately upon its adoption. The authorization herein is further subject to compliance with all regulations that may be imposed by the City Attorney including, but not limited to, those prescribed by the applicable City Charter and City Code provisions. Meeting History Jul 25, 2024 9:00 AM City Commission City Commission Meeting RESULT: ADOPTED [UNANIMOUS] MOVER: Manolo Reyes, Commissioner, District Four SECONDER: Damian Pardo, Commissioner, District Two AYES: Christine King, Joe Carollo, Miguel Angel Gabela, Damian Pardo, Manolo Reyes Powered by Granicus https://miamifl.igm2.com/Citizens/Detail_LegiFile.aspx?ID=16372&highlightTerms=24-0307&Print=Yes 3/3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM TO: James Reyes City Manager FROM: Annie Perez, CPPO Director/Chief Procurement Officer Department of Procurement DocuSigned by: `— 89540 E B 73 CAC468... DATE: May 05, 2026 SUBJECT: First Option to Renew Request for Qualifications ("RFQ") No. 21-22-018, Capital Improvements Program Support Services REFERENCES: Contract Renewal Form, Insurance, SunBiz The City of Miami ("City") previously entered into Professional Services Agreements ("PSAs") with the firms listed below for Capital Improvements Program Support Services pursuant to the above referenced RFQ. The PSAs were awarded in accordance with Florida Statutes § 287.055. Further, Section 18-87(m) of the City Procurement Code grants authority to the City Manager to award contracts in an amount not to exceed $500,000.00, inclusive of authority for all subsequent renewal options. Pursuant to Article 2.02, "Options to Renew," of the General Terms and Conditions, the City Manager has the option to renew each PSA's original term for two (2) additional periods of one (1) year each, subject to satisfactory performance as determined by the User Department/s, and availability and appropriation of funds. The Office of Capital Improvements ("OCI"), as the primary client, has indicated no objection to exercising the First Option to Renew for the PSAs listed below: Capital Improvements Program Support Services Initial Term Expiration Date First Option to Renew Expiration Date Atkins North America, Inc. 06/05/2023 06/05/2027 Hazen and Sawyer, P.C. 06/05/2023 06/05/2027 Approved: Signed by: James Reyes, City Manager Date: May 27, 2026 113:32:40 EDT C: Natasha Colebrook -Williams, Deputy City Manager Asael "Ace" Marrero, AIA, Assistant City Manager/Chief of Infrastructure Barbara Hernandez, MPA, Assistant City Manager/Chief of Operations Erica T. Pascal Darling, CPA, Assistant City Manager/Chief Financial Officer George K Wysong III, City Attorney, Office of the City Attorney Jose R. Perez, AIA, Director, OCI Fernando V. Ponassi, MA Arch., MA PPA, LEED®AP, Assistant Director, Procurement PR 26031 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 CITY OF MIAMI OFFICE OF CAPITAL IMPROVEMENTS AMENDMENT NO. 2 TO THE PROFESSIONAL SERVICES AGREEMENT WITH ATKINS NORTH AMERICA, INC. FOR CAPITAL IMPROVEMENTS PROGRAM SUPPORT SERVICES CONTRACT RFQ NO. 21-22-018 This Amendment No. 2 to the Professional Services Agreement dated June 5, 2023 (the "Agreement") between the City of Miami, a municipal corporation of the State of Florida ("City"), and Atkins North America, Inc. ("Consultant"), a Florida Profit Corporation, for the provision of capital improvements program support services ("Services") for the Office of Capital Improvements ("OCI") is entered into this 26th day of November , 2024. RECITALS WHEREAS, pursuant to the City of Miami ("City") Procurement Code Section 18-87 and Request for Qualifications ("RFQ") No. 21-22-018, the City Manager executed an Agreement with Consultant for an amount of $500,000.00; and WHEREAS, on December 5, 2023, Amendment No. 1 increased the capacity to $3,000,000.00, plus $1,000,000.00 per renewal year for the two (2) one (1)-year options to renew; and WHEREAS, the current Compensation Limit is insufficient to address the costs associated with the City's outstanding and foreseeable future services; and WHEREAS, it is in the best interest of the City to increase the existing capacity of the Agreement to accommodate outstanding and foreseeable future assignments; and WHEREAS, this Amendment No. 2 to the Agreement increases the capacity of the Agreement by $2,000,000.00, thereby increasing the Agreement value from $3,000,000.00 to an amount of $5,000,000.00, plus $1,000,000.00 per renewal year for the two (2) one (1)-year options to renew; and WHEREAS, the City Commission has adopted Resolution No. 24-0703, to approve the corresponding increase in the Compensation Limits. NOW THEREFORE, in consideration of the foregoing, the parties hereby amend the Agreement as follows: Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 2 to the Professional Services Agreement with Atkins North America, Inc. for Capital Improvements Program Support Services. Section 2.05-1 Compensation Limits: The amount of compensation payable by the City to the Consultant shall generally be a lump sum not to exceed fee, based on the rates and schedules established in Attachment B, "Compensation and Payments," attached hereto; provided, however, that in no event shall the amount of compensation exceed Five Million Dollars ($5,000,000.00) during the initial three (3)-year term, plus One Million Dollars ($1,000,000.00) for each one-year renewal, for a total of Seven Million Dollars ($7,000,000.00) over the term of the Agreement including any extension(s), unless explicitly approved by action of the City Commission or City Manager, as applicable, and put into effect by written amendment to this Agreement. The City may, in its sole and absolute discretion, use other compensation methodologies. The City shall not have any liability, nor will the Consultant have any recourse against the City for any compensation, payment, reimbursable expenditure, cost, or charge beyond the compensation limits of this Agreement, as it may be amended from time to time. This Agreement, as amended and/or renewed, is subject to the compensation limits set forth in 287.055, Florida Statutes, Consultant's Competitive Negotiation Act for Continuing Contracts, and other limitations on compensation, as applicable. 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. All other terms and conditions of the Agreement are in operative force and effect and remain unchanged. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 2 to the Professional Services Agreement with Atkins North America, Inc. for Capital Improvements Program Support Services. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. WITNESS/ATTEST: Atkins North America, Inc., a Florida Profit Corporation x/a gnature Signature P•rrle cle /os Z1 05 / Ass:s-4.44 Secre-I-*/ �r Paul Demit, Sr. Vice President Print Name, Title Print Name, Title ATTEST: (Corporate Seal) Consultant Secretary (Affirm Consultant Seal, if available) ATTEST: DocuSigned by: annon, City Clerk CITY OF MIAMI, a municipal corporation of the State of Florida 11^by:'. roloi.?IcuSigned 4 (J019 AF6C IsforiPFl... ur Nonega V, City Manager APPROVED AS TO INSURA " APPROVED AS TO LEGAL FORM AND REQUIREMENTS: CORRECTNESS: 1-DocuSigned by: p-DocuSigned by: "-27395C6318214F7 Ann Marie Sharpe, Director Risk Management Department at -or ty. . L s ut ((1 �88776E9FE88248B George K. Wysong ID, City Attomey Ds 24-1877 rt F Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 2 to the Professional Services Agreement with Atkins North America, Inc. for Capital Improvements Program Support Services. CERTIFICATE OF AUTHORITY (IF CORPORATION OR LLC) I HEREBY CERTIFY that at a meeting of the Board of Directors of AtkinsRealis USA Inc. , a corporation organized and existing under the laws of the State of Florida , held on the 1st day of January , 2024 a resolution was duly passed and adopted authorizing (Name) Paul Demit as (Title) Senior Vice President of the corporation to execute agreements on behalf of the corporation and providing that their execution thereof, attested by the secretary of the corporation, shall be the official act and deed of the corporation. I further certify that said resolution remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this 6th day of August 20 24 . Secretary "r`'G'' Print: Rene de los Rios - Assistant Secretary CERTIFICATE OF AUTHORITY (IF PARTNERSHIP) I HEREBY CERTIFY that at a meeting of the Board of Directors of , a partnership organized and existing under the laws of the State of , held on the day of , 20 a resolution was duly passed and adopted authorizing (Name) as (Title) of the partnership to execute agreements on behalf of the partnership and provides that their execution thereof, attested by a partner, shall be the official act and deed of the partnership. I further certify that said partnership agreement remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this , day of 20 Partner: Print: Names and addresses of partners: Name Street Address City State Zip Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 2 to the Professional Services Agreement with Atkins North America, Inc. for Capital Improvements Program Support Services. CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures must submit a joint venture agreement indicating that the person signing this Agreement is authorized to sign documents on behalf of the joint venture. If there is no joint venture agreement, each member of the joint venture must sign this Agreement and submit the appropriate Certificate of Authority (corporate, partnership, or individual). CERTIFICATE OF AUTHORITY (IF INDIVIDUAL) I HEREBY CERTIFY that, I (Name)__ , individually and doing business as (dlb/a) (If Applicable) have executed and am bound by the terms of the Agreement to which this attestation is attached. IN WITNESS WHEREOF, I have hereunto set my hand this day of 20 Signed: Print: STATE OF //iZ iet NOTARIZATION COUNTY OF 14'//7/ e )SS: The foregoing instrument was /acknowledged before me this tT(/5U5 , 20 7� by Kane GC/e/o.5 4 to me or who has produced )(vx did not) take an oath. SIGNATURE 0E,NOT6RY PUBLIC STATE OF 1---/D/-ia4 PRINTED, STAMPED OR TYPED NAME OF NOTARY PUBLIC ►— 1 day of , who is persona _.Isnawn as identification and who (did / _AIL_,__ Fernando Diaz Commission # HH 85267 Commission Expires 01-26-2025 9onded Through - Cynanotary Florida • Notary Public Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 CITY OF MIAMI OFFICE OF CAPITAL IMPROVEMENTS AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT WITH ATKINS NORTH AMERICA, INC. FOR CAPITAL IMPROVEMENTS PROGRAM SUPPORT SERVICES CONTRACT RFQ NO. 21-22-018/2 This Amendment No. 1 to the Professional Services Agreement dated June 5, 2023 (the "Agreement") between the City of Miami, a municipal corporation of the State of Florida ("City"), and Atkins North America, Inc. ("Consultant"), a Foreign Profit Corporation, for the provision of additional work concerning capital improvements program support services ("Services") for the Office of Capital Improvements ("OCI") is entered into this 5th day of December 2023. RECITALS WHEREAS, pursuant to the City of Miami ("City") Procurement Code Section 18-87 and Request for Qualifications ("RFQ") No. 21-22-018, the City Manager executed an Agreement with Consultant for an amount of $500,000; and WHEREAS, the current Compensation Limit is insufficient to address the costs associated with the City's outstanding and foreseeable future services; and WHEREAS, it is in the best interest of the City to increase the existing capacity of the Agreement to accommodate outstanding and foreseeable future assignments; and WHEREAS, this Amendment No. 1 to the Agreement increases the initial term capacity of the Agreement by $2,500,000.00, from $500,000.00 to $3,000,000.00, plus $1,000,000.00 per renewal year for the two (2) one (1)-year options to renew; and WHEREAS, the City Commission has adopted Resolution No. R-23-0400, to approve the corresponding increase in the Compensation Limits. NOW THEREFORE, in consideration of the foregoing, the parties hereby amend the Agreement as follows: Section 2.05-1 Compensation Limits: The amount of compensation payable by the City to the Consultant shall generally be a lump sum not to exceed fee, based on the rates and schedules established in Attachment B, "Compensation and Payments," attached hereto; provided, however, that in no event shall the amount of compensation exceed Three Million Dollars ($3,000,000.00) during the initial three (3)-year term, plus One Million Dollars ($1,000,000.00) for each one-year renewal, for a total Five Million Dollars ($5,000,000.00) over the term of the Agreement including any extension(s), unless explicitly approved by action of the City Commission or City Manager, as applicable, and put into effect by written amendment to this Agreement. The City may, in its sole and absolute discretion, use other compensation methodologies. The City shall not have any liability, nor will the Consultant have any recourse against the City for any compensation, payment, reimbursable expenditure, cost, or charge beyond the compensation limits of this Agreement, as it may be amended from time to time. This Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 1 to the Professional Services Agreement with Atkins North America, Inc. for Capital Improvements Program Support Services. Agreement, as amended and/or renewed, is subject to the compensation limits set forth in 287.055, Florida Statutes, Consultant's Competitive Negotiation Act for Continuing Contracts, and other limitations on compensation, as applicable. Section 10.20 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. All other terms and conditions of the Agreement are in operative force and effect and remain unchanged. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 1 to the Professional Services Agreement with Atkins North America, Inc for Capital Improvements Program Support Services. IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and year first above written. WITNESS/ATTEST: Atkins North America, Inc., a Florida Profit Corporation Sig2_atirre AiGM , TFf'✓I ✓ ty Printljlame, ]'itle Print Name, Title of Authorized Officer or Manager Signature Paul Demit, Sr. Vice President ATTEST: Consultant Secretary (Affirm Consultant Seal, if available) tac„ s' SEAL 12 4; 1660 ; P 4 lBEr11 ATTEST: CITY OF MIAMI, a municipal corporation of the State of Florida rDocuSigned by: rj -::__JicfR..____Th E46D7560DCF1459... I odd B. Hannon, City Clerk DocuSigned by: ne ba Nbinti& DocuSi 9 �_Y APPROVED AS TO INSURANCE` REQUIREMENTS: F6C372DD42A... Arthur Noriega V, City Manager APPROVED AS TO LEGAL FORM AND CORRECTNESS: DocuSigned by: DocuSigned by: r °- - F1EF90AF6FED457... Victoria Mendez, City Attorney 5349B495F25 trrti t Ann Marie -Sharpe, Director Risk Management Department DS [—Pit (Matter 23-2063) Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Secretary's Certificate of Atkins North America, Inc. Exhibit "A" Contracts between $4,000,000 and $15,000,000, the following: Paul E. Demit, Senior Vice President Contracts, Task Authorizations and/or Work Orders less than $4,000,000, the following. Kurt A. Goddard, Vice President, Sector Manager Dean R. Goodison, Sector Manager Kenneth P. Hawkins, Vice President, Sector Manager Darin R. Larson, Vice President, Sr. Operations Director Jennifer K. Sorenson, Vice President, Sector Manager Charlotte A. Maddox, Vice President, Senior Sector Manager Chester W. Wendrzyk, Vice President, Sector Manager Contracts and Task Authorizations and/or Work Orders less than $1,000,000, the following: Matthew S. Baird, Vice President, Senior Division Manager Brett L. Sachtleben, Division Manager Matthew A. Taylor, Vice President, Senior Division Manager John J. Corley, III, Sector Manager John Tyler Hewitt, Senior Project Director Robert Edgcumbe, Director Strategic Services Benedikt A. Goebel, Senior Division Manager Robert Brian Bolick, Vice President, Senior Division Manager Thomas E. Roda, Division Manager Ruben A. Gregorat Hernandez, Vice President, Senior Division Manager Christopher Neil Rader, Senior Division Manager Melissa Okoola, Division Manager Regan P. McDonald, Vice President, Sector Manager FUTHER RESOLVED, that the following named officers are authorized to attest to the signatures of officers and employees executing documents on behalf of Atkins North America, Inc.: C. Ernest Edgar, IV., Senior Vice President/General Counsel/Secretary Rene de los Rios, Vice President/Assistant Secretary Jayanth Jayaram, Vice President/Assistant Secretary Donya M. Becton, Vice President/Assistant Secretary David H. Lund, Jr. Vice President/Assistant Secretary 2 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 SECRETARY'S CERTIFICATE OF Atkins North America, Inc. HEREBY CERTIFY that I am the duly elected Secretary of Atkins North America, Inc., a Florida corporation (the "Corporation"), and consistent with the Corporation's Authorization Matrix the officers and employees named in Exhibit "A" are authorized to execute documents on behalf of the Corporation. IN WITNESS WHEREOF, I have hereunto set my hand this 29th day of March 2023. (Corporate Seal) eoo4' �� N � .A SEAL :S a : 1960 • •`9 • • • 11M01 ' Atkins North America, Inc. By' rrl C. Ernest Edgar IjI, Secretary Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 Amendment No. 1 to the Professional Services Agreement with Atkins North America, Inc for Capital Improvements Program Support Services. CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures must submit a joint venture agreement indicating that the person signing this Agreement is authorized to sign documents on behalf of the joint venture. If there is no joint venture agreement, each member of the joint venture must sign this Agreement and submit the appropriate Certificate of Authority (corporate, partnership, or individual). CERTIFICATE OF AUTHORITY (IF INDIVIDUAL) I HEREBY CERTIFY that, I (Name) , individually and doing business as (d/b/a) (If Applicable) have executed and am bound by the terms of the Agreement to which this attestation is attached. IN WITNESS WHEREOF, I have hereunto set my hand this day of 20 Signed: Print: NOTARIZATION STATE OF rido COUNTY OF Ark5)-Ov/f'h } SS: 1 The foregoing instrument was acknowledged before me this > .u. day of odb6P.," , 20 .A. by J5y I Gruen , who is personally known to me or who has produced as identification and who (did / did.not) take an • -th. SI NATURE O NOTARY LIC STATE OF FLORIDA PU arm) ii'U acGr/gt l.ed- PRINTED, STAMPED ORiTYPED NAME OF NOTARY PUBLIC ROSININ RODRIGUEZ MY COMMISSION # NH 086215 EXPIRES: April 18, 2025 °c ;' Bonded Ttxu Notary Public Underwriters Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 CITY OF MIAMI DEPARTMENT OF PROCUREMENT PROFESSIONAL SERVICES AGREEMENT Service Category Capital Improvements Program Support Services Contract Type Continuing Contract Consultant Atkins North America, Inc. TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 4 ARTICLE 2 GENERAL CONDITIONS 6 2.01 TERM 6 2.02 OPTIONS TO RENEW 6 2.03 SCOPE OF SERVICES 6 2,04 SMALL BUSINESS ENTERPRISE ("SBE") PARTICIPATION REQUIREMENTS NOT APPLICABLE 6 2.05 COMPENSATION 6 ARTICLE 3 PERFORMANCE 7 3.01 PERFORMANCE AND DELEGATION 7 3.02 REMOVAL OF UNSATISFACTORY PERSONNEL 7 3.03 CONSULTANT KEY STAFF 7 3.04 TIME FOR PERFORMANCE 7 3.05 STANDARD OF CARE 7 ARTICLE 4 SUBCONSULTANTS 8 4.01 GENERAL 8 4.02 SUBCONSULTANT RELATIONSHIPS 8 4.03 CHANGES TO SUBCONSULTANTS 8 ARTICLE 5 DEFAULT 8 5.01 GENERAL 8 5.02 CONDITIONS OF DEFAULT 8 5.03 TIME TO CURE DEFAULT, FORCE MAJEURE 8 ARTICLE 6 TERMINATION OF AGREEMENT 9 6.01 CITY'S RIGHT TO TERMINATE 9 6.02 CONSULTANT'S RIGHT TO TERMINATE 9 6.03 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT 9 ARTICLE 7 DOCUMENTS AND RECORDS 9 7.01 OWNERSHIP OF DOCUMENTS 9 7.02 DELIVERY UPON REQUEST OR CANCELLATION 9 7.03 RE -USE BY CITY 10 7.04 NONDISCLOSURE 10 7.05 MAINTENANCE OF RECORDS; PUBLIC RECORDS 10 7.06 E-VERIFY 11 ARTICLE 8 INDEMNIFICATION 11 ARTICLE 9 INSURANCE 11 9.01 COMPANIES PROVIDING COVERAGE 12 9.02 VERIFICATION OF INSURANCE COVERAGE 12 9.03 FORMS OF COVERAGE 12 9.04 MODIFICATIONS TO COVERAGE 12 ARTICLE 10 MISCELLANEOUS 13 10.01 AUDIT RIGHTS; INSPECTION 13 10.02 ENTIRE AGREEMENT 13 10.03 SUCCESSORS AND ASSIGNS 13 10.04 TRUTH -IN -NEGOTIATION CERTIFICATE 13 10.05 APPLICABLE LAW AND VENUE OF LITIGATION 13 10.06 NOTICES 13 10.07 INTERPRETATION 14 10.08 JOINT PREPARATION 14 10.09 PRIORITY OF PROVISIONS 15 10.10 MEDIATION - WAIVER OF JURY TRIAL 15 10.11 TIME 15 10.12 COMPLIANCE WITH LAWS 15 10.13 NO PARTNERSHIP 15 10.14 DISCRETION OF DIRECTOR 16 10.15 RESOLUTION OF CONTRACT DISPUTES 16 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 10.16 INDEPENDENT CONTRACTOR 16 10.17 CONTINGENCY CLAUSE 16 10.18 THIRD PARTY BENEFICIARY 16 10.19 ADDITIONAL TERMS AND CONDITIONS 16 10.20 SEVERABILITY 16 10.21 COUNTERPARTS; ELECTRONIC SIGNATURES 17 ATTACHMENT A - SCOPE OF WORK 26 ARTICLE Al GENERAL 26 A1.01 SCOPE OF SERVICES 26 A1.02 WORK ORDERS 27 A1.03 PAYMENTS 28 ARTICLE A2 OVERVIEW OF CAPITAL PROGRAM SUPPORT SERVICES 28 A2.01 PRIMARY SERVICES 28 A2.02 SPECIALTY SERVICES 28 ARTICLE A3 PRIMARY SERVICES 28 A3.01 ADMINISTRATIVE PROGRAM MANAGEMENT 28 A3.02 PRODUCTION MANAGEMENT SERVICES 29 A3.03 CONSTRUCTION ADMINISTRATION 31 ARTICLE A4 SPECIALTY SERVICES 31 ARTICLE A5 STAFFING 31 A5.01 PROGRAM STAFF 32 A5.02 STAFFING FOR SPECIALTY SERVICES 32 A5.03 STAFFING CHANGES 32 ARTICLE A6 ASSIGNMENT OF WORK 32 ARTICLE A7 ADDITIONAL SERVICES 33 A7.01 GENERAL 33 A7.02 EXAMPLES 33 ARTICLE A8 REIMBURSABLE EXPENSES 34 A8.01 GENERAL 34 A8.02 SUBCONSULTANT REIMBURSEMENTS 34 ARTICLE A9 CITY'S RESPONSIBILITIES 34 A9.01 PROJECT AND SITE INFORMATION 34 A9.02 CONSTRUCTION MANAGEMENT 35 SCHEDULE Al - SUBCONSULTANTS 36 SCHEDULE A2 - KEY STAFF 36 ATTACHMENT B - COMPENSATION AND PAYMENTS 38 ARTICLE 131 METHOD OF COMPENSATION 38 B1.01 COMPENSATION LIMITS 38 B1.02 CONSULTANT NOT TO EXCEED 38 ARTICLE B2 WAGE RATES 38 B2.01 FEE BASIS 38 B2.02 EMPLOYEES AND JOB CLASSIFICATIONS 38 B2.03 MULTIPLIER 38 B2.04 CALCULATION 38 B2.05 EMPLOYEE BENEFITS AND OVERHEAD 39 B2.06 ESCALATION 39 ARTICLE B3 COMPUTATION OF FEES AND COMPENSATION 39 B3.01 LUMP SUM 39 B3.02 HOURLY RATE FEES 39 B3.03 REIMBURSABLE EXPENSES 39 B3.04 FEES FOR ADDITIVE OR DEDUCTIVE ALTERNATES 40 B3.05 FEES FOR ADDITIONAL SERVICES 40 B3.06 PAYMENT EXCLUSIONS 40 B3.07 FEES RESULTING FROM PROJECT SUSPENSION 40 ARTICLE B4 PAYMENTS TO THE CONSULTANT 40 B4.01 PAYMENTS GENERALLY 40 B4.02 FOR COMPREHENSIVE BASIC SERVICES 41 B4.03 BILLING - HOURLY RATE 41 B4.04 PAYMENT FOR ADDITIONAL SERVICES AND REIMBURSABLE EXPENSES 41 B4.05 DEDUCTIONS 41 ARTICLE B5 COMPENSATION FOR REUSE OF PLANS AND SPECIFICATIONS 41 B5.01 GENERAL 41 SCHEDULE B1 - WAGE RATES SUMMARY 42 SCHEDULE B2 - CONSULTANT INVOICE 44 Capital Improvements Program Support Services RFQ 21-22-018 / 2 2 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 CITY OF MIAMI DEPARTMENT OF PROCUREMENT PROFESSIONAL SERVICES AGREEMENT Service Category Contract Type Consultant Consultant Office Location City Authorization Agreement Number Capital Improvements Program Support Services Continuing Contract (RFQ No. 21-22-018) Atkins North America, Inc. 800 Waterford Way, Suite 700 Section 18-87, City of Miami Code 21-22-018 / 2 THIS PROFESSIONAL SERVICES AGREEMENT ("PSA" or "Agreement") made this 5th day of June in the year 2023 by and between THE CITY OF MIAMI, FLORIDA, hereinafter called the "City," and Atkins North America, Inc., hereinafter called the "Consultant." RECITAL A. The City issued a Request for Qualifications ("RFQ") No. 21-22-018 on June 10, 2022, for the provision of Capital Improvements Program Support Improvements ("Services") and the Consultant's proposal ("Proposal"), in response thereto, was selected as one of the most qualified for the provision of said Services. The RFQ and the Proposal are sometimes referred to herein, collectively, as the Solicitation Documents ("Solicitation Documents"), and are, by this reference, expressly incorporated into and made a part of this Agreement as if set forth in full. The Solicitation Documents are deemed as being attached hereto and incorporated by reference herein as supplemental terms, providing, however, that in the event of any conflicts(s) or inconsistencies with the terms of this Agreement, this Agreement shall control and supersede any such conflicts(s). B. WHEREAS, the City, through action of the City Manager and/or the City Commission, as applicable, has selected the Consultant in accordance with Section 287.055, Florida Statutes, (Consultants' Competitive Negotiation Act, hereinafter referred to as "CCNA"), and the applicable provisions of the City Procurement Ordinance, including, without limitation, City Code Section 18-87, to provide the professional services as described herein. WITNESSETH, that the City and the Consultant, for the considerations herein set forth, agree as follows: Capital Improvements Program Support Services RFQ 21-22-018 / 2 3 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ARTICLE 1 DEFINITIONS 1.01 Additional Services means any Work defined as such in a Work Order, secured in compliance with Florida Statutes and City Code. 1.02 Attachments means the Attachments to this Agreement, which are expressly incorporated by reference and made a part of this Agreement as if set forth in full. 1.03 Base Fee means the amount of compensation mutually agreed upon for the completion of Basic Services. 1.04 Basic Services means those services designated as such in a Work Order. 1.05 City Commission means the legislative body of the City of Miami. 1.06 City Manager means the duly appointed chief administrative officer of the City of Miami. 1.07 City or Owner means the City of Miami, Florida, a Florida municipal corporation, the public agency that is a party hereto and for which services under this Agreement are to be performed. In all respects hereunder, the City's performance is pursuant to the City's position as the Owner of the Project. In the event the City exercises its regulatory authority as a governmental body, the exercise of such regulatory authority and the enforcement of any rules, regulations, codes, laws, and ordinances shall be deemed to have occurred pursuant to the City's authority as a governmental body and shall not be attributable in any manner to the City as a party to this Agreement. The City of Miami shall be referred to herein as "City." For the purposes of this Agreement, "City" without modification shall mean the City Manager who may delegate certain tasks to the Director as defined in Section 1.12. 1.08 City Risk Manager shall mean the Risk Manager of the City of Miami who heads the Department of Risk Management 1.09 Commission means the legislative body of the City of Miami. This has the same meaning as City Commission and is an abbreviation. 1.10 Consultant means the individual, partnership, corporation, association, joint venture, limited liability company, other recognized business entity, or any combination thereof, of properly registered professional architects, or engineers, or surveyors and mappers, as applicable, which has entered into this Agreement to provide professional services to the City. 1.11 Contractor means an individual, partnership, corporation, association, joint venture, or any combination thereof, which has entered into a contract with the City for construction of City facilities and incidentals thereto. 1.12 Department means or refers to the City of Miami's Office of Capital Improvements (OCI). 1.13 Director means the Director of the City Department designated herein who has the authority and responsibility for managing the specific project or projects covered under this Agreement. Unless otherwise specified herein or in a Work Order, for this Agreement, the Director is the top administrator of the OCI or their authorized designee. 1.14 Errors means items in the plans, specifications, or other documents prepared by the Consultant that are shown incorrectly, which results in a change to the Services and results in the need for the Contractor to perform corrective work, rework, or additional work or which causes a delay to the completion of construction. 1.15 Errors and Omissions means design deficiencies in the plans, specifications or other documents prepared by the Consultant, which fail to meet the Standard of Care. 1.16 Inspector means an employee of the City or of a consulting firm hired by the City and assigned by the City to make observations of Work performed by a Contractor. 1.17 Key Personnel means Staff positions assigned on a full-time basis to the Program by the Program Coordinator with the Director's approval, to serve as an extension of the City's staff typically working inside the City's Miami Riverside Center (MRC) or other requested City facility. 1.18 Notice to Proceed ("NTP") means the same as "Authorization to Proceed." A duly authorized written letter or directive issued by the Director or Project Manager acknowledging that all precedent conditions have been met and/or directing that the Consultant may begin work on the Project. 1.19 Omissions means items that are not shown or included in the plans, specifications, or other documents prepared by the Consultant which are necessary for the proper and/or safe operation of the Project or required to meet the Scope of Services. Capital Improvements Program Support Services RFQ 21-22-018 / 2 4 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 1.20 Primary Services means those Services considered by City to be fundamental to the successful management of the Project as stated in the RFQ, and in Attachment A of this Agreement. 1.21 Project Manager means an employee or representative of the City assigned by the Director to manage and monitor Work to be performed under this Agreement or the construction of a project as a direct representative of the City. 1.22 Program means the City's multi -year Capital Improvements and Transportation Programs, prepared on an annual basis that details the planned financial resources and implementation schedule and strategies for the City's capital projects over a five (5) year period. 1.23 Project means the design, construction, alteration and/or repair, and all services and incidentals thereto, of a City facility as contemplated and budgeted by the City. The Project or Projects shall be further defined in the Scope of Services and/or Work Order issued pursuant to this Agreement. 1.24 Professional Services means those services within the scope of the practice of architecture, professional engineering, or registered surveying and mapping, as applicable, as defined by the laws of the State of Florida, or those performed by any architect, professional engineer, or registered surveyor or mapper in connection with his or her professional employment or practice. These services may be abbreviated herein as "architectural/engineering services" or "professional services," as applicable, which are within this definition. 1.25 Professional Services Agreement ("Agreement" or "PSA") means this Agreement, all attachments, and any authorized amendments thereto. In the event of a conflict between the Request for Qualifications ("RFQ") and the Consultant's response thereto, the RFQ shall control. In the event of any conflict between the Consultant's response to the RFQ and this PSA, this PSA shall control. In the event of any conflict between this PSA and its attachments, this PSA shall control. 1.26 Resolution means the document constituting the official approval of the City Commission as required for the City Manager to execute this Agreement, or increase the Project Budget, among other matters. 1.27 Risk Management Administrator means the City's Risk Management Director, or their designee, or the individual named by the City Manager to administer matters relating to insurance and risk of loss for the City. 1.28 Scope of Services or Services means a comprehensive description of the activities, tasks, design features, objectives, deliverables, and milestones required for the completion of a Project or an assignment with sufficient detail to allow a reasonably accurate estimation of resources necessary for its completion. 1.29 Small Business Enterprise ("SBE") formerly referred to as Community Business Enterprise ("CBE"), means a firm that has been certified by Miami -Dade County, who will provide architectural, landscape architectural, engineering, or surveying and mapping professional services to the Consultant as required pursuant to City Code Section 18-87. 1.30 Subconsultant means a person or organization of properly registered professional architects, engineers, registered surveyor, or mapper, and/or other professional specialties, who has entered into a written agreement with the Consultant to furnish specified professional services for a Project or task. 1.31 Wage Rates means the effective direct expense to the Consultant and/or the Subconsultant, on an hourly rate basis, for employees in the specified professions and job categories assigned to provide services under this Agreement that justify and form the basis for professional fees regardless of actual manner of compensation. 1.32 Work means all services, materials and equipment provided by/or under this Agreement with the Consultant. 1.33 Work Order means a document internal to the City, which authorizes the performance of specific professional services for a defined Project or Projects. 1.34 Work Order Proposal means a document prepared by the Consultant, at the request of the City for Services to be provided by the Consultant on a specific phase of a Project. Capital Improvements Program Support Services RFQ 21-22-018 / 2 5 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ARTICLE 2 GENERAL CONDITIONS 2.01 TERM The term of this Agreement shall be for three (3) years commencing on the effective date hereof. This specified term is intended for administrative and budget control purposes and is not to be considered or interpreted as a time limitation. 2.01-1 Extension of Expiration Date: In the event the Consultant is engaged in any Project(s) on the Agreement expiration date, then this Agreement shall not expire and shall remain in effect until completion or termination of said Project(s). New Work Orders shall not be issued after the expiration date. The City, by action of the City Manager or the City Manager's designee, reserves the right to automatically extend this Agreement for up to one hundred eighty (180) calendar days beyond the stated contract term, in order to provide City departments with continual service while a new agreement is being solicited, evaluated, and/or awarded. If the right is exercised, the City shall notify the Consultant, in writing, of its intent to extend the Agreement at the same terms and conditions for a specific number of days. Additional extensions over the first one hundred eighty (180) day extension may occur if the City and the Consultant are in mutual agreement of such extensions. Extensions shall comply with applicable approvals and regulations. 2.02 OPTIONS TO RENEW The City, by action of the City Manager or the City Manager's designee, shall have the option to renew the original term for two (2) additional periods of one (1) year each, subject to continued satisfactory performance as determined by the Director, and to the availability and appropriation of funds. City Commission's authorization of this Agreement includes delegation of authority to the City Manager to administratively approve said options to renew provided that the compensation limits set forth in Article 2.05 are not exceeded. 2.03 SCOPE OF SERVICES The Consultant agrees to provide the Services as specifically described and under the special terms and conditions set forth in Attachment A, Scope of Work, hereto, which is incorporated into and made a part of this Agreement. 2.04 SMALL BUSINESS ENTERPRISE ("SBE") PARTICIPATION REQUIREMENTS NOT APPLICABLE Prospective Firms must (shall) adhcrc to the following requirements: 1) Assign a minimum of fifteen percent (15%) of the contract value to firms currently certified by Miami Dade County as a Small Businesc Enterprise ("SBE"), formerly referred to as Community Bucine—o Enterprise ("CBE"), in good standing; 2) Place a specific emphasis on utilizing local small businesses from within the City's municipal boundaries. For information on the SBE requirements, visit the Miami Dade County, Internal Services Department website at http://www.miamidade.gov/cmallbucine—c/certification programs.acp. Failure to adhcrc to these requirements will cause the firm to be disqualified as nonresponsive or at a subsequent time cause the Agreement to be canceled. 2.05 COMPENSATION 2.05-1 Compensation Limits: The amount of compensation payable by the City to the Consultant shall generally be a lump sum not to exceed fee, based on the rates and schedules established in Attachment B, "Compensation and Payments," attached hereto; provided, however, that in no event shall the amount of compensation exceed Five Hundred Thousand Dollars ($500,000) in total over the term of the Agreement and any extension(s), unless explicitly approved by action of the City Commission or City Manager, as applicable, and put into effect by written amendment to this Agreement. The City may, in its sole and absolute discretion, use other compensation methodologies. The City shall not have any liability, nor will the Consultant have any recourse against the City for any compensation, payment, reimbursable expenditure, cost, or charge beyond the compensation limits of this Agreement, as it may be amended from time to time. This Agreement, as amended and/or renewed, is subject to the compensation limits set forth in 287.055, Florida Statutes, Consultant's Competitive Negotiation Act, for Continuing Contracts, and other limitations on compensation, as applicable. Capital Improvements Program Support Services RFQ 21-22-018 / 2 6 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 2.05-2 Payments: Unless otherwise specifically provided in Attachment B, Compensation and Payments, payment shall be made in accordance with Florida Statute Chapter 218, Part VII, Local Government Prompt Payment Act, after receipt of the Consultant's invoice, which shall be accompanied by sufficient supporting documentation and contain sufficient detail, to constitute a "Proper Invoice" as defined by Section 218.72 (8), Florida Statutes, and to allow a proper audit of expenditures, should the City require one to be performed. If the Consultant is entitled to reimbursement of travel expenses, then all bills authorized and approved for travel expenses shall be submitted in accordance with Section 112.061, Florida Statutes. The Consultant shall utilize Attachment B, Schedule B2 - Consultant Invoice, for the submission of invoices. ARTICLE 3 PERFORMANCE 3.01 PERFORMANCE AND DELEGATION The Services to be performed hereunder shall be performed by the Consultant's own staff, unless otherwise provided in this Agreement, or approved, in writing by the City. Said approval shall not be construed as constituting an agreement between the City and said another person or firm. 3.02 REMOVAL OF UNSATISFACTORY PERSONNEL Director or their designee may make written requests to the Consultant for the prompt removal and replacement of any personnel employed or retained by the Consultant, or any Subconsultants, or any personnel of any such Subconsultants engaged by the Consultant to provide and perform Services or Work pursuant to the requirements of this Agreement. The Consultant shall respond to the City within fourteen (14) calendar days of receipt of such request with either the removal and replacement of such personnel or written justification as to why that may not occur. All decisions involving personnel will be made by the Consultant. Such request shall solely relate to the work of said employees under this Agreement. 3.03 CONSULTANT KEY STAFF The parties acknowledge that the Consultant was selected by the City, in part, based on qualifications of particular staff identified in the Consultant's response to the City's solicitation, hereinafter referred to as "Key Staff." The Consultant shall ensure that Key Staff are available for Work upon request from the City, as long as said Key Staff are in the Consultant's employ. The Consultant will obtain prior written approval from the Director or their designee to change or add to Key Staff. The Consultant shall provide the Director, or their designee with information required to determine the suitability of the proposed new Key Staff. The Director will act reasonably in evaluating Key Staff qualifications. Such approval shall not constitute any responsibility or liability for t. individual's ability to perform. 3.04 TIME FOR PERFORMANCE The Consultant agrees to start all Work hereunder upon receipt of a Notice to Proceed ("NTP") issued by the Director or their designee and to complete each assignment, task or phase within the time stipulated in the NTP. Time is of the essence with respect to performance of Work under this Agreement. A reasonable extension of the time for completion of various assignments, tasks, or phases may be granted by the City should there be a delay on the part of the City in fulfilling its obligations under this Agreement as stated herein. Such an extension of time shall not be cause for any claims by the Consultant for additional compensation or for any damages. 3.05 STANDARD OF CARE Consultant shall use the same degree of care, skill, and diligence exercised in the performance of the services as is ordinarily possessed and exercised by members of the same profession, currently practicing, under similar circumstances ("Standard of Care") and is solely responsible for the technical accuracy and quality of their Services. Consultant shall perform all Services in compliance with Florida Administrative Code Chapter 61G1, Chapter 471 (Engineering), and Chapter 481 (Architecture, Interior Design, and Landscape Architecture) of the Florida Statutes, as amended, and all regulations promulgated applicable to these professions. Consultant shall perform due diligence, in accordance with the Standard of Care, in gathering information and inspecting a Project site prior to the commencement of design. Consultant shall be responsible for the professional quality, technical accuracy, and coordination of all Services furnished by the Consultant under this Agreement. Consultant shall correct or revise any errors, omissions, and/or deficiencies in its Services without additional compensation. Consultant shall also be liable for claims for delay costs, and any increased costs in construction, including but not limited to additional work, demolition of existing work, rework, etc., resulting from any errors, omissions, and/or deficiencies in its Services. Capital Improvements Program Support Services RFQ 21-22-018 / 2 7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ARTICLE 4 SUBCONSULTANTS 4.01 GENERAL 4.01-1 A Subconsultant, as defined in Article 1.28, Subconsultant is a firm that was identified as part of the consulting team during the competitive selection process by which the Consultant was chosen to perform the Services under this Agreement, and as such, is identified and listed in Attachment A, Schedule Al - Subconsultants attached hereto and incorporated herein by reference. 4.01-2 A Specialty Subconsultant is a person or organization that has, with the consent of the Director, entered into a written agreement with the Consultant to furnish unique and/or specialized professional services necessary for a project or task described under Additional Services. Such Specialty Subconsultant shall be in addition to those identified in Attachment A, Schedule Al. 4.02 SUBCONSULTANT RELATIONSHIPS 4.02-1 All services provided by the Subconsultants shall be performed pursuant to appropriate written agreements between the Consultant and the Subconsultants, which shall contain provisions that preserve and protect the rights of the City under this Agreement. 4.02-2 Nothing contained in this Agreement shall create any contractual or business relationship between the City and the Subconsultants. The Consultant acknowledges that the Subconsultants are entirely under his direction, control, supervision, retention, and/or discharge. 4.03 CHANGES TO SUBCONSULTANTS The Consultant shall not add to, modify, or change the Subconsultants listed in Attachment A, Schedule Al without prior written approval by the Director or designee, in response to a written request from the Consultant stating the reasons for any proposed change. ARTICLE 5 DEFAULT 5.01 GENERAL If the Consultant fails to comply with any material term or condition of this Agreement or any other Agreement it has with the City, or fails to perform any of its obligations hereunder, then the Consultant shall be in Default. 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 the Consultant, terminate this Agreement whereupon all payments, advances, or other compensation paid by the City to the Consultant while the Consultant was in default shall be immediately returned to the City. The Consultant understands and agrees that termination of this Agreement under this section shall not release the Consultant from any obligation accruing prior to the effective date of termination. In the event of termination due to default, in addition to the foregoing, the Consultant shall be liable to the City for all expenses incurred by the City in preparing and negotiating 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. In the event of Default, the City may also suspend or withhold reimbursements to the Consultant until such time as the actions giving rise to default have been cured. 5.02 CONDITIONS OF DEFAULT A finding of Default and subsequent termination for cause may include, without limitation, any one or more of the following: 5.02-1 The Consultant fails to obtain or maintain the professional engineering certification/ licensure, insurance or bonding herein required. 5.02-2 The Consultant fails to comply, in a substantial or material sense, with any of its duties under this Agreement, with any terms or conditions set forth in this Agreement, or in any agreement it has with the City, beyond the specified period allowed to cure such Default. 5.02-3 The Consultant fails to commence the Services within the time provided or contemplated herein or fails to complete the Work in a timely manner as required by this Agreement. 5.03 TIME TO CURE DEFAULT, FORCE MAJEURE. The City, through the Director or designee, shall provide written notice to the Consultant as to a finding of Default, and the Consultant shall take all necessary action to cure said Default within the time stipulated in said notice, after which time, the City may terminate the Agreement. The City, at its sole and absolute discretion, may allow additional days to perform any required cure if the Consultant provides written justification deemed reasonably sufficient. If the Default has not been corrected by the Consultant within Capital Improvements Program Support Services RFQ 21-22-018 / 2 8 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 the time specified, the Agreement may be automatically terminated on the last day of the time stipulated in said notice, without the necessity of any further action by the City. Should any such failure on the part of the Consultant be due to a condition of Force Majeure as that term is interpreted under Florida law, then the City may allow an extension of time reasonably commensurate with the cause of such failure to perform or cure. ARTICLE 6 TERMINATION OF AGREEMENT 6.01 CITY'S RIGHT TO TERMINATE The City (including specifically the City Manager or the Director acting administratively), has the right to terminate this Agreement for any reason or no reason, upon ten (10) business day's written notice. Upon termination of this Agreement, all charts, sketches, studies, drawings, and other data and/or documents, including all electronic (digital) copies related to Work authorized under this Agreement, whether finished or not, must be turned over to the Director or the Director's designee. The Consultant shall be paid in accordance with the provisions of Attachment B, provided that said documentation is turned over to the Director or the Director's designee within ten (10) business days of termination. Failure to timely deliver the documentation shall be cause to withhold any payments due without recourse by the Consultant until all documentation is delivered to the Director or designee. 6.01-1 The Consultant shall have no recourse or remedy from any termination made by the City except to receive and retain the fees, and allowable costs or reimbursable expenses, earned as compensation for the Services that were performed in complete compliance with the Agreement, as full and final settlement of any claim, action, demand, cost, charge, or entitlement it may have, or will, have against the City, its officials, or employees. The Consultant has voluntarily acknowledged the applicability of this Section by submitting a response to this solicitation. 6.02 CONSULTANT'S RIGHT TO TERMINATE The Consultant shall have the right to terminate this Agreement, in writing, for cause following breach by the City, if breach of contract has not been corrected within sixty (60) calendar days from the date of the City's receipt of a written statement from the Consultant specifying the City's breach of its duties under this Agreement. Consultant shall give the City prior written notice in the manner provided herein specifying the City's breach and afford the City sixty (60) calendar days to cure. 6.03 TERMINATION DUE TO UNDISCLOSED LOBBYIST OR AGENT The Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant to solicit or secure this Agreement and that he or she has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for the Consultant any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the City shall have the right to terminate the Agreement without liability and, at its discretion, to recover from the Consultant the full amount of any and all fees, commissions, percentages, gifts, or other consideration paid to undisclosed lobbyists or agents. ARTICLE 7 DOCUMENTS AND RECORDS 7.01 OWNERSHIP OF DOCUMENTS All tracings, plans, drawings, specifications, maps, computer files, and/or reports prepared or obtained under this Agreement, as well as all data collected, together with summaries and charts derived therefrom, including all electronic digital copies, will be considered works made for hire and will, based on incremental transfer wherein the above shall become the property of the City upon payments made to the Consultant or termination of this Agreement without restriction or limitation on their use, and will be made available, on request, to the City at any time during the performance of such services and/or upon completion or termination of this Agreement. The Consultant shall not copyright any material and products or patent any invention developed under this Agreement. The City shall have the right to visit Project sites for inspection of the work and the products of the Consultant at any time. The Consultant shall be permitted to retain copies, including reproducible copies, solely for information and reference in connection with the City's use and occupancy of the Project. 7.02 DELIVERY UPON REQUEST OR CANCELLATION Failure by the Consultant to promptly deliver all such documents, both hard copy and digital, to the Director or designee within ten (10) business days of cancellation, or within ten (10) business days of request by the City, shall be just cause for the City to withhold payment of any fees due the Consultant until the Consultant delivers all such documents. The Consultant shall have no recourse to these requirements. Capital Improvements Program Support Services RFQ 21-22-018 / 2 9 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 7.03 RE -USE BY CITY It is understood that all Consultant Agreements and/or Work Orders for new work will include the provision for the re -use of surveys, maps, plans, specifications, and other Consultant work products, at the City's sole option, and, by virtue of signing this Agreement, the Consultant agrees to such re -use in accordance with this provision without the necessity of further approvals, compensation, fees, or documents being required and without recourse for such re -use. The Consultant will not be liable for re -use by the City of plans, documents, studies, or other data for any purpose other than that intended by the terms and conditions of this Agreement. 7.04 NONDISCLOSURE To the extent allowed by law, the Consultant agrees not to divulge, furnish, or make available to any third person, firm or organization, without Director's or their designee's prior written consent, or unless incident to the proper performance of the Consultant's obligations hereunder, or in the course of judicial or legislative proceedings, or otherwise required by law, where such information has been properly subpoenaed, any non-public information concerning the Services to be rendered by the Consultant hereunder, and the Consultant shall require all of its employees, agents, and Subconsultants to comply with the provisions of this paragraph. 7.05 MAINTENANCE OF RECORDS; PUBLIC RECORDS The Consultant shall keep adequate records and supporting documentation, which concern or reflect its Services hereunder. Records subject to the provisions of the Public Records Law, Florida Statutes Chapter 119, as amended, shall be kept in accordance with the applicable statutes. Otherwise, the records and documentation shall be retained by the Consultant for a minimum of three (3) years from the date of termination of this Agreement or the date the Project is completed, whichever is later. The City, or any duly authorized agents or representatives of the City, shall have the right to audit, inspect, and copy all such records and documentation as often as they deem necessary during the period of this Agreement and during the three (3) year period noted above, provided, however, such activity shall be conducted only during normal business hours. Consultant shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) Keep and maintain public records required by the City to perform the 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 this chapter or as otherwise provided by law; (3) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor 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 contractor or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the 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. 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 DIVISION OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS@MIAMIGOV.COM, OR REGULAR MAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FL, MIAMI, FL 33130. THE CONSULTANT MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT WHO IS ADMINISTERING THIS CONTRACT. Capital Improvements Program Support Services RFQ 21-22-018 / 2 10 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 7.06 E-VERIFY Consultant 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 Consultant during the term of the Agreement and shall expressly require any Subconsultant performing work or providing services pursuant to the Agreement 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 Subconsultant during the Agreement term. ARTICLE 8 INDEMNIFICATION The Consultant shall indemnify, hold harmless, save and defend the City, its officers, agents, directors, instrumentalities, agencies, and/or employees from all liabilities, damages, losses, judgments, and costs, including, but not limited to reasonable attorney's fees, to the extent caused by the negligence, recklessness, negligent act or omission, or intentional wrongful misconduct of Consultant and persons employed or utilized by Consultant in the performance of services under this Contract. Consultant shall, further, hold the City, its officials and/or employees, harmless for, and defend the City, its officials and/or employees against, any civil actions, statutory, contractual, tort, strict liability, or other claims, actions, injuries, or damages arising or resulting from the work, unless it is alleged that the City, its officials and/or employees were negligent. In the event that any action or proceeding is brought against the City by reason of any such claim or demand, the Consultant shall, upon written notice from the City, resist and defend such action or proceeding by counsel reasonably satisfactory to the City Attorney. The Consultant expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the Consultant shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents, and instrumentalities as herein provided. The indemnification provided above shall obligate the Consultant to defend, at its own cost and expense, to and through trial, administrative, appellate, supplemental or bankruptcy proceedings, or to provide for such defense, at the City's option, against any and all claims of liability and all claims, suits and actions of every name and description which may be brought against the City, in connection with services performed by the Consultant or persons employed or utilized by Consultant. This indemnity, hold harmless and duty to defend, shall survive the term of this Agreement, and shall also survive the cancellation or expiration of this Agreement. This indemnity shall be interpreted under the laws of the State of Florida, including without limitation and interpretation, which conforms to the limitations of Section 725.06 and/or Section 725.08, Florida Statutes, as applicable. If any portion of the Indemnity is invalidated by a court of competent jurisdiction to be invalid, unenforceable, or illegal, the unenforceable provision shall not affect the otherwise valid terms and provisions of this Section. The applicable terms and provisions shall be deemed modified and will be given effect to the extent necessary to render such provision(s) enforceable, and the rights and obligations of the parties will be construed and enforced accordingly, preserving to the fullest extent possible the intent and agreements of the parties as are set forth in this Section. The Consultant shall require all Subconsultant agreements to include a provision that they shall indemnify the City. The Consultant agrees and recognizes that the City shall not be held liable or responsible for any claims which may result from any actions or omissions of the Consultant in which the City participated, either through review or concurrence of the Consultant's actions. In reviewing, approving, or rejecting any submissions by the Consultant or other acts of the Consultant, the City in no way assumes or shares any responsibility or liability of the Consultant or Subconsultant under this Agreement. Ten dollars ($10) of the payments made by the City constitute separate, distinct, and independent consideration for the granting of this Indemnification, the receipt and sufficiency of which is voluntarily and knowingly acknowledged by the Consultant. ARTICLE 9 INSURANCE The Consultant shall not start Services under this Agreement until the Consultant has obtained and provided to the City all insurance required hereunder and the City's Risk Management Administrator also known as the Director of the Risk Management Department, or their authorized designee, has approved such insurance. Should the Consultant not maintain the insurance coverage required in this Agreement, the City may cancel this Agreement or, at its sole discretion, shall purchase such coverage and charge the Consultant for such coverage purchased. The City shall be under no obligation to purchase such insurance, nor shall it be Capital Improvements Program Support Services RFQ 21-22-018 / 2 11 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 responsible for the coverage purchased or the insurance company or companies used. The decision of the City to purchase such insurance coverage shall in no way be construed as a waiver of its rights under this Agreement. 9.01 COMPANIES PROVIDING COVERAGE All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida and satisfactory to the Risk Administrator. All companies shall have a Florida resident agent and be rated at least A(X), in accordance with A.M. Best Company's Key Rating Guide, latest edition. 9.02 VERIFICATION OF INSURANCE COVERAGE The Consultant shall furnish certificates of insurance to the Procurement Department and Risk Management Administrator for review and approval prior to the execution of this Agreement. The Certificates shall clearly indicate that the Consultant has obtained insurance of the type, amount, and classification required by these provisions, and shall be enclosed herein as Exhibit C Insurance. The Consultant shall ensure that all Subconsultants comply with these same insurance requirements. The Consultant shall furnish copies of insurance policies pertaining to this Agreement to the Procurement Department and Risk Administrator within ten (10) business days of written request. 9.03 FORMS OF COVERAGE 9.03.1 Commercial General Liability and Automobile Liability: The Consultant shall maintain commercial general liability coverage written on a primary and non-contributory basis, with limits of at least $1,000,000.00 per occurrence, $2,000,000.00 aggregate for bodily injury and property damage. The coverage shall include Premises and Operations, Contingent and Contractual Liability, and Products and Completed Operations, with additional endorsements as applicable. Waiver of Subrogation applies in favor of the certificate holder. The coverage shall be written on a primary and non-contributory basis with the City listed as an additional insured as reflected by endorsement CG 2010 11/85 or its equivalent. Notice of cancellation should read thirty (30) calendar days and ten (10) business days for nonpayment. 9.03.2 Business Automobile: The Consultant shall provide business automobile liability coverage including coverage for all owned, hired, and non -owned autos with a minimal combined single limit of $1,000,000.00 naming the City as an additional insured with respect to this coverage. Notice of cancellation should read thirty (30) calendar days and ten (10) business days for nonpayment. 9.03.3 Professional Liability Insurance: The Consultant shall maintain Professional Liability Insurance including Errors and Omissions coverage in the minimum amount of $2,000,000.00 per claim, $2,000,000.00 aggregate providing for all sums which the Consultant shall be legally obligated to pay as damages for claims arising out of the services performed by the Consultant or any person employed by the Consultant in connection with this Agreement. This insurance shall be maintained for at least one (1) year after completion of the construction and acceptance of any project covered by this Agreement. Coverage must reference the retroactive date. 9.03.4 Worker's Compensation Insurance: The Consultant shall maintain Worker's Compensation Insurance in compliance with Florida Statutes, Chapter 440, as amended, and Employee's Liability with a minimum limit of $500,000.00 each occurrence. 9.03.5 Subconsultant Compliance: The Consultant shall ensure that all Subconsultants comply with these same insurance requirements. 9.04 MODIFICATIONS TO COVERAGE The Risk Administrator or their authorized designee reserves the right to require modifications, increases, or changes in the required insurance requirements, coverage, deductibles, or other insurance obligations by providing a thirty (30) calendar day written notice to the Consultant in accordance with Article 10.06, Notices, herein. The Consultant shall comply with such requests unless the insurance coverage is not then readily available in the national market and may request additional consideration from the City accompanied by justification. Capital Improvements Program Support Services RFQ 21-22-018 / 2 12 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ARTICLE 10 MISCELLANEOUS 10.01 AUDIT RIGHTS; INSPECTION The City reserves the right to audit the Consultant's accounts during the performance of this Agreement and for three (3) years after final payment under this Agreement. The Consultant agrees to furnish copies of any records necessary, in the opinion of the Director, to approve any requests for payment by the Consultant. The inspection and audit provisions provided for City contracts set forth in Section 18-101 and Section 18-102 of the City Code are applicable to this Agreement and are deemed as being incorporated by reference herein. 10.02 ENTIRE AGREEMENT This Agreement, as it may be amended from time to time, represents the entire and integrated agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements, written or oral. This Agreement may not be amended, changed, modified, or otherwise altered in any respect, at any time after the execution hereof, except by a written document executed with the same formality and equal dignity herewith. Waiver by either party of a breach of any provision of this Agreement shall not be deemed to be a waiver of a breach of any other provision of this Agreement. 10.03 SUCCESSORS AND ASSIGNS The performance of this Agreement shall not be transferred pledged, sold, delegated, or assigned, in whole or in part, by the Consultant without the written consent of the City, acting by and through its City Commission. It is understood that a sale of the majority of the stock or partnership shares of the Consultant, a merger or bulk sale, an assignment for the benefit of creditors shall each be deemed transactions that would constitute an assignment or sale hereunder requiring prior City approval. The Consultant's services are unique in nature and any assignment, sale transference without City Commission approval shall be cause for the City to terminate this Agreement. The Consultant shall have no recourse from such termination. The City may require bonding, other security, certified financial statements and tax returns from any proposed assignee and the execution of an assignment/assumption Agreement in a form satisfactory to the City Attorney as a condition precedent to considering approval of an assignment. The Consultant and the City each binds one another, their partners, successors, legal representatives, and authorized assigns to the other party of this Agreement and to the partners, successors, legal representatives, and assigns of such party in respect to all covenants of this Agreement. 10.04 TRUTH -IN -NEGOTIATION CERTIFICATE In compliance with the Consultant's Competitive Negotiation Act, for any Project to be compensated under the Lump Sum method, the Consultant shall certify that wage rates and other factual unit costs supporting the compensation are accurate, complete, and current at the time of NTP. The original Project price and any addition thereto will be adjusted to exclude any significant sums by which the City determines the project price was increased due to inaccurate, incomplete, or non -current wage rates and other factual unit costs. All such price adjustments will be made within one (1) year following the end of the Project. 10.05 APPLICABLE LAW AND VENUE OF LITIGATION This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State of Florida. Any suit or action brought by any party, concerning this Agreement, or arising out of this Agreement, shall be brought in Miami -Dade County, Florida. Each party shall bear its own attorney's fees except in actions arising out of the Consultant's duties to indemnify the City under Article 8, Indemnification, herein where the Consultant shall pay the City's reasonable attorney's fees in the event the City must maintain an action to enforce the duty to indemnify the City. 10.06 NOTICES Whenever either party desires to give notice unto the other, such notice must be in writing, sent by electronic mail, and registered United States mail, return receipt requested, addressed to the party for whom it is intended at the place last specified; and the place for giving of notice shall remain such until it shall have been changed by written notice in compliance with the provisions of this paragraph. For the present, the parties designate the following as the respective places for giving of notice: Capital Improvements Program Support Services RFQ 21-22-018 / 2 13 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 For City of Miami: Arthur Noriega V City Manager Office of the City Manager, City of Miami 444 SW 2nd Avenue, 10th Floor Miami, Florida 33130-1910 Email: ANoriega@miamigov.com Phone: 305-416-1025 Annie Perez, CPPO Director Department of Procurement, City of Miami 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130-1910 Email: AnniePerez@miamigov.com Phone: 305-416-1910 Victoria Mendez City Attorney Office of the City Attorney, City of Miami 444 SW 2nd Avenue, 9th Floor Miami, Florida 33130-1910 Email: VictoriaMendez@miamigov.com Phone: 305-416-1832 With Copies to: Hector Badia Interim Director Office of Capital Improvements, City of Miami 444 SW 2nd Avenue, 8th Floor Miami, Florida 33130-1910 Email: HBadia@miamigov.com Phone: 305-416-1236 Atkins North America, Inc. Ruben A. Hernandez Gregorat, PE Vice President 800 Waterford Way, Suite 700 Miami, FL 33126 Email: Ruben.HernandezGregorat@atkinsglobal.com Phone: (305) 514-3233 10.07 INTERPRETATION The language of this Agreement has been agreed to by both parties to express their mutual intent and no rule of strict construction shall be applied against either party hereto. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. All personal pronouns used in this Agreement shall include the other gender, and the singular shall include the plural, and vice versa, unless the context otherwise requires. Terms such as "herein," "hereof," "hereunder," and "hereinafter" refer to this Agreement as a whole and not to any 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 the subsections of such Section, unless the reference is made to a subsection or subparagraph of such Section or Article. 10.08 JOINT PREPARATION Preparation of this Agreement has been a joint effort of the City and the Consultant, and the resulting document shall not, solely as a matter of judicial construction, be construed more severely against one of the parties than any other. Capital Improvements Program Support Services RFQ 21-22-018 / 2 14 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 10.09 PRIORITY OF PROVISIONS If there is a conflict or inconsistency between any term, statement, requirement, or provision of any exhibit attached hereto, any document or events referred to herein, or any document incorporated into this Agreement by reference and a term, statement, requirement, or provision of this Agreement, the term, statement, requirement, or provision contained in this Agreement shall prevail and be given effect. 10.10 MEDIATION - WAIVER OF JURY TRIAL In an effort to engage in a cooperative effort to resolve conflict which may arise during the course of the Consultant's Services under this contract, and/or following the completion of the projects(s), the parties to this Agreement agree all disputes between them shall be submitted to non -binding mediation prior to the initiation of litigation, unless otherwise agreed in writing by the parties. A certified Mediator, who the parties find mutually acceptable, will conduct any Mediation Proceedings in Miami -Dade County, State of Florida. The parties will split the costs of a certified mediator on a 50/50 basis. The Consultant agrees to include such similar contract provisions in the agreements with all Subconsultants and/or independent contractors retained for the project(s), thereby providing for non -binding mediation as the primary mechanism for dispute resolution. Each party shall bear their own attorney's fees. In an effort to expedite the conclusion of any litigation, the parties voluntarily waive their right to jury trial or to file permissive counterclaims in any action arising under this Agreement. 10.11 TIME Time is of the essence in this Agreement. Consultant shall promptly perform its duties under this Agreement and Work Orders pursuant hereto and will give the Work as much priority as is necessary to cause the Work to be completed on a timely basis in accordance with this Agreement. All Work shall be performed strictly (not substantially) within the time limitations necessary to maintain the critical path and all deadlines established in this Agreement and/or Work Orders pursuant hereto. 10.12 COMPLIANCE WITH LAWS The Consultant shall comply with all applicable laws, codes, ordinances, rules, regulations, and resolutions including, without limitation, the Americans with Disabilities Act ("ADA"), as amended, and all applicable guidelines and standards in performing its duties, responsibilities, and obligations related to this Agreement. The Consultant represents and warrants that there shall be no unlawful discrimination as provided by law in connection with the performance of this Agreement. 10.12.1 Non -Discrimination: The City warrants and represents that it does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with the Consultant's performance under this Agreement on account of race, color, gender, religion, age, handicap, marital status, national origin, or sexual orientation. The Consultant further covenants that no otherwise qualified individual shall, solely by reason of their race, color, gender, religion, age, handicap, marital status, national origin, or sexual orientation, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 10.12.2 OSHA Compliance: The Consultant warrants that it will comply with all safety precautions as required by federal, state, and local laws, rules, regulations, and ordinances. The City reserves the right to refuse the Consultant's access to City property, including project jobsites, if the Consultant's employees are not properly equipped with safety gear in accordance with OSHA regulations or if a continuing pattern of non-compliance with safety regulations is exhibited by the Consultant. 10.12.3 ADA Compliance: The Consultant shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act ("ADA") in the course of providing any work, labor or services funded by the City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability) and all applicable regulations, guidelines, and standards. Additionally, the Consultant shall take affirmative steps to —insure nondiscrimination in employment of disabled persons. 10.13 NO PARTNERSHIP The Consultant is an independent contractor. This Agreement does not create a joint venture, partnership or other business enterprise or affiliation between the parties. The Consultant has no authority to bind the City to any promise, debt, default, contract liability, or undertaking of the Consultant. Capital Improvements Program Support Services RFQ 21-22-018 / 2 15 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 10.14 DISCRETION OF DIRECTOR Any matter not expressly provided for herein dealing with the City or decisions of the City shall be within the exercise of the reasonable professional discretion of the Director or the Director's authorized designee. 10.15 RESOLUTION OF CONTRACT DISPUTES The Consultant understands and agrees that all disputes between it and the City based upon an alleged violation of the terms of this Agreement by the City shall be submitted for resolution in the following manner. The initial step shall be for the Consultant to notify the Project Manager in writing of the dispute and submit a copy to the City of Miami personnel identified in Article 10.06, Notices. Should the Consultant and the Project Manager fail to resolve the dispute the Consultant shall submit their dispute in writing, with all supporting documentation, to the Director of OCI, as identified in Article 10.06, Notices. Upon receipt of said notification, the Director of OCI shall review the issues relative to the dispute and issue a written finding. Should the Consultant and the Director of OCI fail to resolve the dispute the Consultant shall submit their dispute in writing within five (5) calendar days to the Director of Procurement. Failure to submit such appeal of the written finding shall constitute acceptance of the finding by the Consultant. Upon receipt of said notification, the Director of Procurement shall review the issues relative to the dispute and issue a written finding. The Consultant must submit any further appeal in writing within five (5) calendar days to the City Manager. Failure to submit such appeal of the written finding shall constitute acceptance of the finding by the Consultant. Appeal to the City Manager for their resolution is required prior to the Consultant being entitled to seek judicial relief in connection therewith. Should the amount of compensation hereunder exceed $500,000.00, the City Manager's decision shall be approved or disapproved by City Commission. The Consultant shall not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision, approved by City Commission if applicable; or (ii) a period of sixty (60) calendar days has expired after submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting documentation, or a period of (90) calendar days has expired where the City Manager's decision is subject to City Commission approval; or (di) The City has waived compliance with the procedure set forth in this section by written instrument(s) signed by the City Manager. 10.16 INDEPENDENT CONTRACTOR The Consultant has been procured and is engaged to provide services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, the Consultant shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. The Consultant further understands that Florida Workers' Compensation benefits available to employees of the City are not available to the Consultant and agrees to provide workers' compensation insurance for any employee or agent of the Consultant rendering services to the City under this Agreement. The City is not a guarantor of any debt or obligation of the Consultant and the Consultant has no ability to bind the City in this regard. 10.17 CONTINGENCY CLAUSE Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and this Agreement is subject to amendment or termination due to lack of funds, reduction of funds and/or change in regulations, upon thirty (30) calendar days' notice. 10.18 THIRD PARTY BENEFICIARY The Consultant and the City agree that it is not intended that any provision of this Agreement establishes a third -party beneficiary giving or allowing any claim or right of action whatsoever by any third party under this Agreement. 10.19 ADDITIONAL TERMS AND CONDITIONS If a PSA or other Agreement was provided by the City and included in this solicitation for the project(s), no additional terms, or conditions, which materially or substantially vary, modify, or alter the terms or conditions of this Agreement, in the sole opinion and reasonable discretion of the City, will be considered. Any and all such additional terms and conditions shall have no force or effect and are inapplicable to this PSA or other Agreement. 10.20 SEVERABILITY If any term or provision of this Agreement, or combination of the same, is in violation of any applicable law or regulation, or is unenforceable or void for any reason, such term, provision, or combination of same shall Capital Improvements Program Support Services RFQ 21-22-018 / 2 16 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 be modified or reformed by the court to the minimum extent necessary to accomplish the intention of the entire Agreement to the maximum extent allowable, under any legal form, without violating applicable law or regulation. Notwithstanding, the remainder of the Agreement shall remain binding upon the parties. This Subsection shall not apply if there is a material breach of this Agreement causing cancelation or cancellation for convenience. 10.21 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 the 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. 10.22 PROJECTS FUNDED BY FEDERAL OR STATE FUNDS a. Equitable Adjustment The 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 Contractor'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 Contractor that continued performance of the contract would results in a substantial loss. The Contractor might have to supply documentation to justify any requested percentage increase in cost to the City of Miami. b. 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 Contractor or his 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). c. Subcontractors of Work Shall be Identified As part of the contract, Contractor is required to identify any and all Subconsultants/Subcontractors that will be used in the performance of this proposed contract, their capabilities, experience, minority designation, as defined in Ordinance 10062 and the portion of the work to be done by the Subconsultant/Subcontractor. The Contractor shall not, at any time during the tenure of the contract, subcontract any part of his operations or assign any portion or part of the contract, to Subconsultant/Subcontractor(s) not originally mentioned in their Proposal, except under and by virtue of permission granted by the City through the proper officials. Nothing contained in this specification shall be construed as establishing any contractual relationship between any Subconsultant/Subcontractor(s) and the City. The Contractor shall be fully responsible to the City for the acts and omissions of the Subconsultant/Subcontractor(s) and their employees, as for acts and omissions of persons employed by the Contractor. d. Davis -Bacon Act Federally assisted construction contracts must adhere to Davis -Bacon Act wages and benefits rate schedules. Contractor shall use the Federal Wages reflected in Wage General Decision Number FL 180260 01/12/2018 FL260 in developing its proposal for this Contractor shall be required to provide certified payroll records documenting the work performed on this project. e. Compliance with the Copeland "Anti -Kickback" Act 1. The Contractor 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 contract. 2. The Contractor or subcontractor shall insert in any subcontracts the clause above and such other clauses as the FEMA may be appropriate instructions require, and also a clause Capital Improvements Program Support Services RFQ 21-22-018 / 2 17 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 requiring the subcontractors to include these clauses in any lower tier subcontracts. The Contractor 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 contract, and for debarment as a Contractor and subcontractor as provided in 29 C.F.R. § 5.12. f. Compliance with the Contract Work Hours and Safety Standards Act 1. Overtime Requirements: No Contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty (40) hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one half time 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 Contractor, and any subcontractor responsible therefore shall be liable for the unpaid wages. In addition, such Contractor 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 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. g• 3. Withholding for unpaid wages and liquidated damages: The City of Miami shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same Contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section. 4. The Contractor 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 Contractor 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. Parts at Pass -Through Cost (for Repairs Outside the Scope of Work) All cost for parts required for repair jobs and not otherwise included in the scope of work shall be billed at the Contractor's actual cost and will be passed on to the City without markup or any additional fees. The Contractor shall submit purchase receipt of parts along with the labor invoice for payment. The Contractor shall be responsible for sourcing all parts necessary to complete the work requirements of each job specification. Replacement parts furnished must be of the same manufacturer or an equal product. All equipment and materials shall be of commercial quality and grade and be from a regular product line. Prototype, obsolete, and residential quality/grade equipment/materials shall not be specified or installed in the facilities. h. Notification to Perform Work The Contractor shall notify the Project Manager when an employee is on the property and for what purpose. i. Background Checks The Contractor shall be required to comply with the background screening specifications as listed in the Jessica Lunsford Act, Florida Statue § 1012-32. The law requires that before contract personnel are permitted access on grounds when children are present, or if they will have direct contact with children, or have access to or control of school funds, they must have completed Level Two (2) screening requirements. Prior to commencement of the project, the Capital Improvements Program Support Services RFQ 21-22-018 / 2 18 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 Contractor shall provide Level Two (2) background screening results for all employees completing the work on park grounds. j. Equal Employment Opportunity During the performance of any resulting contract from an RFQ, the Contractor agrees as follows: 5. The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor 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 Contractor 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. 6. 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 considerations for employment without regard to race, color, religion, sex, or national origin. 7. The Contractor will send to each labor union or representative of workers with which he 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 Contractor's commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 8. 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. 9. The Contractor 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 his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 10. In the event of the Contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said 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 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. 11. The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or 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 Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, That in the event a Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the Contractor may request the United States to enter into such litigation to protect the interests of the United States. k. Clean Air Act 12. The 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. 13. The Contractor agrees to report each violation to the City of Miami and understands and agrees that the City of Miami 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. Capital Improvements Program Support Services RFQ 21-22-018 / 2 19 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 14. 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. I. Federal Water Pollution Control Act 15. The Contractor 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. 16. The Contractor agrees to report each violation to the City of Miami and understands and agrees that the City of Miami 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. 17. 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. m. No Obligation by Federal Government The Federal Government is not a party to this contract and is not subject to any obligation or liabilities to the non -Federal entity, Contractor, or any other party pertaining to any matter resulting from the contract. n. Program Fraud and False or Fraudulent Statements or Related Acts 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. o. Byrd Anti -Lobbying Amendment, 31 U.S.C. § 1352 (As Amended) Contractors who bid for an award of $100,000 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, and up to the recipient. Please refer to the "Certification Regarding Lobbying" attachment. It is MANDATORY for the Contractor to return this form signed along with their Proposal. p. q• Procurement of Recovered Materials 1. In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA -designated items unless the product cannot be acquired; a. Competitively within a time frame providing for compliance with the contract performance schedule; b. Meeting contract performance requirements; or c. At a reasonable price. 2. Information about this requirement, along with the list of EPA -designate items, is available at EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-qu ideline-cpg-program. DHS, Seal, Logo, and Flags The Contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre -approval. r. Compliance with Federal Law, Regulations, and Executive Orders This is an acknowledgement that FEMA financial assistance will be used to fund this contract only. The Contractor will comply with all applicable federal law, regulations, executive orders, FEMA policies, procedures, and directives. s. Access to Records 3. The Contractor agrees to provide the City of Miami, (insert name of project manager), 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. Capital Improvements Program Support Services RFQ 21-22-018 / 2 20 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 4. 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. 5. 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. t. Suspension and Debarment 1. This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Contractor is required to verify that none of the Contractor, 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 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. 3. This certification is a material representation of fact relied upon by City of Miami. 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 State of Florida, and the City of Miami, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. 4. The Contractor 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 offer. The Contractor further agrees to include a provision requiring such compliance in its lower tier covered transactions. u. United States Housing and Urban Development; CDBG-MIT 1. This contract is funded by US HUD dollars and Community Development Block Grant (CDBG) dollars, and/or CDBG Mitigation (CDBG-MIT) dollars, and therefore, is subject to federal procurement regulations 2 CFR 200.318 to 200.327. 2. Unless a fixed -price contract is used, profit must be negotiated as a separate element of the price for each contract in which there is no price competition and, in all cases, where a cost analysis is performed. To establish a fair and reasonable profit, consideration must be given to the complexity of the work to be performed, the risk borne by the contractor, the contractor's investment, the amount of subcontracting, the quality of its record of past performance, and industry profit rates in the surrounding geographical area for similar work. v. Section 3 of the Housing and Urban Development Act of 1968 1. The work to be performed under this contract is subject to the requirements of section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u (section 3). The purpose of section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD -assisted projects covered by section 3, shall, to the greatest extent feasible, be directed to low- and very low-income persons, particularly persons who are recipients of HUD assistance for housing. 2. The parties to this contract agree to comply with HUD's regulations in 24 CFR part 135, which implements section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the part 135 regulations. 3. The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this section 3 clause and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. 4. The contractor agrees to include this section 3 clause in every subcontract subject to compliance with regulations in 24 CFR part 135, and agrees to take appropriate action, as Capital Improvements Program Support Services RFQ 21-22-018 / 2 21 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 provided in an applicable provision of the subcontract or in this section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR part 135. 5. The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR part 135. 6. Noncompliance with HUD's regulations in 24 CFR part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. 7. With respect to work performed in connection with section 3 covered Indian housing assistance, section 7(b) of the Indian Self -Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this contract. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian -owned Economic Enterprises. Parties to this contract that are subject to the provisions of section 3 and section 7(b) agree to comply with section 3 to the maximum extent feasible, but not in derogation of compliance with section 7(b). w. 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. END OF SECTION REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Capital Improvements Program Support Services RFQ 21-22-018 / 2 22 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 b`+ ,*, '11i s orrate Seal) , • OTCPQR 4T•. C� a Consultant Secretary C. E nest•Edger, IVp ac SEAL `; (Affirm Consultant Seal, if available) 4; 1M O g ! 0 \:::ezoat ••M.•••dp 11 ATTEST: CITY OF MIAMI, a municipal corporation of the State of Florida DocuSigned by: ,—DocuSigned by: arguAr Novitia. CF1459_ DocuSigned by: F6r372nn42A Todd B. Hannon, City Clerk wF Arthur Noriega V, City Manager APPROVED AS TO INSURANCE REQUIREMENTS: DocuSigned by: PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. WITNESS/ATTEST Jgr lure rN—C,LJ Sig ature Atkins North America, Inc., a Florida Profit Corporation f% X Print Name, Title Print Name, Title ATTEST: APPROVED AS TO LEGAL FORM AND CORRECTNESS: ,—DocuSigned by: FratAk 614,1ti7 Zda-`1"c(--jr-2?"- L-273-95E634.6214E-7...—F-1-EF9&A F€O457... — Ann Marie Sharpe, Director Victoria Mendez, City Attorney DS (Matter 23-1076) Risk Management Department rPr Capital Improvements Program Support Services RFQ 21-22-018 / 2 23 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 CERTIFICATE OF AUTHORITY (IF CORPORATION OR LLC) I HEREBY CERTIFY that at a meeting of the Board of Directors of ATKINS N.A INC. , a corporation organized and existing under the laws of the State of FL , held on the 21 day of April , a resolution was duly passed and adopted authorizing (Name) Charlotte Madam, as (Title) VP of the corporation to execute agreements on behalf of the corporation and providing that their execution thereof, attested by the secretary of the corporation, shall be the official act and deed of the corporation. I further certify that said resolution remains in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand this 21 day of April Secretary: '' Gy' Print: C. Ernest Edgar, IV CERTIFICATE OF AUTHORITY (IF PARTNERSHIP) , 2023 I HEREBY CERTIFY that at a meeting of the Board of Directors of , a partnership organized and existing under the laws , held on the day of , a resolution was duly passed of the State of and adopted authorizing (Name) as (Title) of the partnership to execute agreements on behalf of the partnership and provides that their execution thereof, attested by a partner, shall be the official act and deed of the partnership. I further certify that said partnership agreement remains in full force and effect. Partner: IN WITNESS WHEREOF, I have hereunto set my hand this , day of , 20 Print: Names and addresses of partners: Name Street Address City State Zip Capital Improvements Program Support Services RFQ 21-22-018 / 2 24 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 CERTIFICATE OF AUTHORITY (IF JOINT VENTURE) Joint ventures must submit a joint venture agreement indicating that the person signing this Agreement is authorized to sign documents on behalf of the joint venture. If there is no joint venture agreement, each member of the joint venture must sign this Agreement and submit the appropriate Certificate of Authority (corporate, partnership, or individual). CERTIFICATE OF AUTHORITY (IF INDIVIDUAL) I HEREBY CERTIFY that, I (Name) , individually and doing business as (d/b/a) (If Applicable) have executed and am bound by the terms of the Agreement to which this attestation is attached. IN WITNESS WHEREOF, I have hereunto set my hand this day of , 20_ Signed: Print: STATE OF V L NOTARIZATION SS: COUNTY OF \ \\' s — (DUO—, ) r The foregoing instrument was acknowledged before me this, day of 1� i 1 , 20 )5, by C lan\ , who is personally known to me or who has produced as identification and who (did / did not) take an oath. SIGN '.+ UE F N ARY PUBLIC STA (E o FLORIDA A rt-N Cl-'_r. \- `L PRINTED, STAMPED OR TYPED j NAME OF NOTARY PUBLIC Capital Improvements Program Support Services '1Y AV4 JENNIFER FOLEY ;. Notary Public - State of Florida ' ,A 1/1 Commission p GG 930023 o► rY°:e hiy Comm. Expires Mar 4, 2024 P d Bonded through National Notary Assn, I RFQ 21-22-018 / 2 25 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ATTACHMENT A - SCOPE OF WORK ARTICLE Al GENERAL The City has procured a qualified and experienced engineering firm to provide Capital Improvements Program Support Services, under the direction of the Office of Capital Improvements ("OCI"), and in accordance with all applicable laws, building and environmental regulations, including code requirements for the State of Florida, Miami -Dade County, and the City, and the Scope of Services contained in this RFQ. The Contractor and its Subconsultants must be able to perform every element and task included in, but not limited to, those outlined in Section A1.01, "Scope of Services." The Consultant has been selected in accordance with Section 287.055 of the Florida Statutes, CCNA, as amended. A1.01 SCOPE OF SERVICES The Consultant shall be responsible for assisting with the administration and management of the City's comprehensive Program. The Services will include, but may not be limited to, specific management oversight of vertical and horizontal projects, which encompass planning, quality control/quality assurance, permitting, and construction activities, as well as related services. The scope and duration of an individual project may extend over multiple years. The Consultant shall function as an extension of OCI's resources by providing qualified technical and professional personnel to perform the duties and responsibilities assigned under the terms of the Agreement. Key personnel, referred to as "Core Program Staff," shall work on a full-time, as -needed basis and may, at the sole discretion of the City, work from the City's Miami Riverside Center (MRC) building. In addition, key personnel, referred to as "Supplemental Program Staff," shall supplement City staff by providing qualified technical and professional assistance on an as -needed basis, for project or task specific assignments. Supplemental Staff may work from either the MRC building or from a remote location, depending on the needs of OCI. The Consultant shall be required to assist the City of Miami in any and all Capital Program Support Services, and shall include, but not be limited to, the items in the paragraphs below: Initiation phase The Consultant shall be required to assist and work in conjunction with OCI staff in various aspects of the management and implementation of the City's Capital Plan/Program. The services shall include, but not be limited to, scope preparation, scope definition and scope approval from client department, preliminary estimates based on initial scope, and preliminary schedule in Microsoft Projects for the purposes of capital planning/programming and prioritization. Scope definition shall include site visit/observations by firm and coordination with the Department of Resilience and Public Works (RPW) to include review of Stormwater Master Plan, RPW Pavement condition program, review of undedicated Rights of Way (ROW), coordination of adjacent and future projects by OCl/RPW/developers, as well as historic, archaeological, and environmental research with Planning Department and Geographical Information System (GIS) production/management. Related services shall also include, but not be limited to, assistance with Program Management Information Technology and systems development and maintenance, document control and records management, and financial program management for OCI including Grants/Bonds and external agency funds management. Planning The services shall include, but not be limited to, research and preparation of reports and feasibility studies, public outreach, and balloting services, as well as construction cost estimating and scheduling. Quality Control/Quality Assurance The services shall include, but not be limited to, coordination with community organizations, project management, production management, Quality Control/Quality Assurance including to plans review. Services shall also include value engineering, survey and testing, computer aided drafting (CADD) support services, ROW license agreement, and utility coordination. Permitting The Consultant shall provide services for all applicable permitting processes with internal and external regulatory agencies. Capital Improvements Program Support Services RFQ 21-22-018 / 2 26 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 Bidding The services shall include, but not be limited to, preparation of bid tabulation, bid reviews, and bid proposal negotiation. Construction The services shall include, but not be limited to, construction administration, post -design services, project certification and Construction Engineering and Inspection (CEI) services, as well as harmonization agreements. Consultant's team shall provide sufficient capacity to perform all services needed during construction activities in any given project. Close -Out Phase The services shall include, but not be limited to, any required project close-out related items such as dry - run acceptance, RPW construction acceptance, purchase order release, as well as coordination with the City's Office of Management and Budget to close-out and re -allocation of funds tracking. The Consultant will receive work assignments from the OCI Director, or Authorized designee(s), who will be identified in writing, by the OCI Director. The PSA may detail the deliverables that will be required of the Consultant. A detailed scope of work will be developed for each work order issued. It is anticipated that the Consultant's team will consist of the following personnel: • Program Manager In addition to the Key Personnel listed above, the Consultant's team shall be required to provide "Program Management Staff' including, but not limited to, any "Core Program Staff' that may be required to work from the MRC building. The Program Staff shall initially perform, at a minimum, the following tasks: • Program/project cost estimating services; and • Job Order Contracting (JOC) Program Management; and • Project Controls, Planning and Scheduling; and • CADD Support; and • Financial Program Management; and • Construction Contract Administration Monitoring and Reporting Services. Further details concerning the Scope of Services are contained in the solicitation for Citywide Program Management Support Services for Stormwater Infrastructure Improvements, included as part of this Agreement, and will be further specified and clarified in Work Order Proposals solicited as project sites are identified. A1.02 WORK ORDERS The Consultant will be responsible to Work in cooperation with OCI, City administration, officials of the City, client departments and agencies, community, and other stakeholders, with consulting engineers and/or architects, and contractors to administer the planning, design, and construction of OCI Projects, and as well as overall Program Management. When OCI has determined that the Project is to proceed, the Director or authorized designee will request in writing a Work Order Proposal from the Consultant based on the proposed Scope of Services provided to the Consultant in writing by the Director or designee. The Consultant and Director or designee, and others, if appropriate, may have preliminary meetings, if warranted, to further define the Scope of Services and to resolve any questions. The Consultant shall then prepare a Work Order Proposal following the format provided by the City, indicating the proposed Scope of Services, time of performance, staffing, proposed fees, Subconsultants, and deliverable items and/or documents. The Director or designee may accept the Work Order Proposal as submitted, reject the Work Order Proposal, or negotiate revisions to the Work Order Proposal. Upon acceptance of a Work Order Proposal, OCI will prepare a Work Order that will be reviewed by OCI staff and the Director or designee. Upon approval, OCI will issue a written Notice to Proceed (NTP) subsequent to approval of the Work Order by the Director or designee. Capital Improvements Program Support Services RFQ 21-22-018 / 2 27 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A1.03 PAYMENTS The City will pay the Consultant in accordance with the provisions and limitations of Attachment B, Compensation and Payments. No payment will be made for the Consultant's time or services in connection with the preparation of any Work Order Proposal or for any Work done in the absence of an executed Work Order, NTP and/or Purchase Order. ARTICLE A2 OVERVIEW OF CAPITAL PROGRAM SUPPORT SERVICES A2.01 PRIMARY SERVICES Where Director or designee, in his/her sole discretion, identifies the need for Services, Consultant shall provide a Work Order Proposal for the performance of said Services. The Services may include, but are not necessarily limited to the following: • Overall assistance with Administrative Program Management Services for the Capital Improvements Program • Production Management: Assistance with Programmatic management of capital Project Production, that is, the feasibility and other pre -design studies, financial and other analyses, scheduling, planning, review of construction and/or design delivery method, design, engineering. • Assistance with Construction Program for Projects undergoing construction, activities may include, without limitation, monitoring the overall construction schedule of the Capital Improvements Program, coordinating schedules among Projects, estimating, work order development, assisting with community outreach, and providing regular construction -associated reports. The award and execution of a Work Order or Notice to Proceed for said Services shall be solely at the City's discretion and submittal of a proposal is no guarantee or assurance that the Consultant will be authorized to perform the Work. Compensation for any Services shall be separately negotiated and may be lump sum, hourly rate -based or other method as deemed appropriate by the parties. A2.02 SPECIALTY SERVICES Where Director or designee, in his/her sole discretion, identifies the need for Services related to a unique, and possibly large-scale element, activity, sub -program or Project within the Program and such Services are unavailable from within the City's personnel resources, hereinafter Specialty Services, Consultant shall provide a Work Order Proposal for the performance of said Services. Said proposal shall identify, in such detail as deemed appropriate by the Director or designee, the nature of the proposed Services, the extent of workforce and other resources required for such Specialty Services, and the individual(s), firm(s) and/or team that has qualifications and expertise in the field of the subject endeavor. The assignment of Work as Specialty Services shall be made solely at the discretion of the Director and will be accomplished by a Work Order issued pursuant to this Agreement. The award and execution of a Work Order or Notice to Proceed for said Specialty Services shall be solely at the City's discretion and submittal of a proposal is no guarantee or assurance that the Consultant will be authorized to perform the Work as Specialty Services Compensation for any Specialty Services shall be separately negotiated and may be lump sum, hourly rate - based or other method as deemed appropriate by the parties. ARTICLE A3 PRIMARY SERVICES Those Services considered by the City to be fundamental to the successful management of the overall Capital Improvements Program shall be considered Primary Services and shall consist, generally of the following areas: A3.01 ADMINISTRATIVE PROGRAM MANAGEMENT The Consultant, in its capacity as Program Manager, will assist, where/when Director or designee, in his/her sole discretion, identifies the need, in the comprehensive coordination, development, and management, including, but not limited to, the following Services and/or activities: A3.01-1 Program Implementation Strategies: Research and recommend the most effective methods to implement all aspects of the overall Program. Capital Improvements Program Support Services RFQ 21-22-018 / 2 28 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A3.01-2 Program Coordination: Coordination and schedule management for Project design, procurement, contract negotiation and contract administration activities. A3.01-3 Program Logistics: Develop comprehensive Program Work plans, schedules, and budgets. Manage OCI's "letting" plan for Projects, including the updating, revision, conflicts, deviation, and analyses to determine the impact of potential changes to the "letting" plan. A3.01-4 Facility Assessment: Conduct an assessment of all City owned facilities to develop a plan for correcting deficiencies and a deferred maintenance program. A3.01-5 Information Systems: Provide guidance in the implementation of a new in-house database information system. A3.01-6 Fiscal Management Assistance: Develop financial projections, monitor, and track Program funds, financing, and cash flows. Assist with the development of program and financial data for potential financing options, including investment bonds, which may be utilized to implement the Program. A3.01-7 Reporting: Furnish regular progress and status reports on the Program at intervals determined by the Director or as significant issues become known to the Consultant. A3.01-8 Staffing: Maintain staffing efficiencies within the Consultant's Team. A3.01-9 Procedure and Process Improvements: Development of procedures and procedure manuals for various Program activities and processes. Develop or assist with the development of standard documents and/or forms. A3.01-10 Document Control and Records Management: Development of a document management system for the Program; maintain documentation and correspondence relating to the Program that is accessible and will be owned by the City. A3.01-11 Annual Capital Plan: Preparation of the annual Capital and Transportation Improvement Plan. A3.01-12 Inter -Agency Coordination: Overall coordination of the City's Program with other governmental agencies, such as the Florida Department of Transportation (FDOT), Miami -Dade County Public Works and Water and Sewer Departments, utility companies, regulatory agencies and with private developers. A3.01-13 ADA Compliance: Provide regular and systematic reviews of all projects, during critical phases of project implementation (planning, design, and construction) to assist in compliance with the Americans with Disabilities Act. A3.01-14 Prepare official minutes of meetings for the Director or designee's approval and dissemination. A3.02 PRODUCTION MANAGEMENT SERVICES The Consultant, in its capacity as Program Manager, will assist, where/when Director or designee, in his/her sole discretion, identifies the need, in the following Services and/or activities: A3.02-1 General Project Administration and Fiscal Activities A3.02-1(a) Cost Control: Provide value engineering throughout Project life cycles as requested, and verify constructability of plans and specifications. A3.02-1(b) Financial: Prepare monthly cash draw projections, monitor monthly Project expenditures. Review, monitor and advise the City regarding the disposition of contractors and/or consultants payment requisitions. Assist with timely submission of payment requisitions to meet cash flow commitments. Monitor Project funding, and prepare financial projections as required. A3.02-1(c) Reporting: Provide progress reports and status information on assigned Project(s) to City designees at frequencies identified by Director or designee. A3.02-1(d) Communication and Outreach: At the direction of the Director or designee attend and address meetings with City officials, neighborhood groups, and private citizens concerning Projects, respond to questions and concerns about the Project at City Commission meetings, assist the City with public information, notifications and public meetings required in relation to assigned design construction projects. Capital Improvements Program Support Services RFQ 21-22-018 / 2 29 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A3.02-1(e) Information Management, Document Control: Maintain files of all documentation and correspondence relating to the Program and specific Projects in an orderly system which will be submitted to the City upon completion of the Project and/or Program. A3.02-1(f) Legal and Other Services: Should legal issues arise relating to a Project, provide records, depositions, and testimony about affected Projects. Provide consulting Services on other matters relating to the Projects and/or Program. A3.02-2 Design and Production Activities The Consultant, in its capacity as Program Manager, will assist, where/when Director or designee, in his/her sole discretion, identifies the need, in the following Services and/or activities: A3.02-2(a) Project Scoping: Devise and/or confirm detailed Project scopes with staff and client departments commensurate with funding. Verify the accuracy of Architect's/engineer's budget and design estimates against cash flow commitments. Consultant shall consider prioritization and design alternates as contingency measures to verify that cash flow commitments are achieved. A3.02-2(b) Schedules and Budgets: Develop Work plans, schedules, and budgets for the overall Program and for assigned Projects. Coordinate the design, preparation of construction documents, procurement/bidding, and establishment of construction schedules with City staff. A3.02-2(c) Reviews: Provide design and constructability reviews of plans and specifications at progress intervals. Such reviews shall not relieve the designer of record of liability associated with any errors or omissions in the plans and specifications, the responsibility of which shall remain solely with the designer of record. A3.02-2(d) ADA Compliance: Review compliance with handicapped accessibility requirements and maintain documentation/justification when full compliance cannot be achieved. Such a review shall not relieve the designer of record of liability associated with any errors or omissions in the plans and specifications, the responsibility of which shall remain solely with the designer of record. A3.02-2(e) Permits and Approvals: Facilitate and/or assist the City in obtaining all Federal, State, and local permits or approvals (from agencies such as Miami -Dade Water and Sewer, Department of Environmental Resource Management (DERM), Environmental, and Department of Health), etc. Review such permits for consistency with City approved plans and for special requirements or conditions, if any. It is the responsibility of the designer of record to file for and obtain all permits. A3.02-2(f) Utility Coordination: Facilitate comprehensive utility coordination to assist with conflict resolution and coordination among City, designers of record, and various utility capital plans and owners. A3.02-2(g) Design Criteria Standards: Development and revision of existing design criteria, standard and directive drawings, and construction specifications, design drawing standards, Computer -aided design, and drafting (CADD) and other similar standards and criteria to ensure best business practices are utilized. A3.02-2(h) Public Outreach: Assist in coordinating and hosting of periodic meetings at frequencies determined by the Director or designee, to promote best practices by City and industry. A3.02-3 Bids and Contracts A3.02-3(a) Review appropriateness of architectural and engineering consultant and contractor fee proposals with OCI personnel as appropriate. A3.02-3(b) Provide input and assist with the selection and evaluation of consultants, contractors, and other service providers. A3.02-3(c) Assist with preparation of award documents, grant applications, and assist with the administration of grants. A3.02-3(d) Manage and oversee the selection, monitoring, and oversight of Job Order Contracts in use by the City; assist in the preparation, evaluation and award of new Job Order Contracts if deemed necessary by Director. Capital Improvements Program Support Services RFQ 21-22-018 / 2 30 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A3.02-3(e) Assist in negotiations with architectural and engineering consultants and/or contractors regarding price proposals and/or adjustments in time for performance of Services. A3.02-3(f) Assist in the review and analysis of contractor claims as well as claims by the City against contractors and consultants. A3.03 CONSTRUCTION ADMINISTRATION The City of Miami has contracted separately with various firms providing construction engineering and observation (CEO) services. The Program Manager will assist the City, where/when Director, or designee, in his/her sole discretion, identifies the need, in the management of the CEO services, including the following tasks: A3.03-1 Provide administrative coordination between active construction projects in the same or adjacent areas. A3.03-2 Visit the jobsites periodically and as needed to monitor construction progress. A3.03-3 Review and recommend approval of requests for change orders. A3.03-4 Verify that Contractors have filed safety and affirmative action policies. However, the Program Manager shall not be responsible for jobsite safety or for contractor's failure to comply with affirmative action and safety policies. A3.03-5 Administer construction contracts. A3.03-6 Devise and implement initiatives and proactively assist contractors in methods intended to minimize potential disturbances to the public during construction. A3.03-7 Coordinate special inspections including major trades, as requested by the Director or designee. A3.03-8 Review, monitor and recommend approval of payment requisitions from the Contractor and other Program Managers. A3.03-9 Monitor monthly construction related expenditures by the City. A3.03-10 Coordinate and assist in hosting of periodic meetings at frequencies determined by the Director or Designee with contractors to promote best practices by City and industry. ARTICLE A4 SPECIALTY SERVICES The specific Scope of Services required as Specialty Services shall vary depending on the nature of the specific endeavor and may encompass any or all of the tasks described under Primary Services. The required Work shall be described in a Work Order Proposal that shall form the basis for a Work Order to be approved by the Director or designee. ARTICLE A5 STAFFING The Director or designee has the right to approve and regulate the Consultant's workforce and approve specific Consultant's employees. The Consultant will perform all Services described in this Scope of Services where/when Director or designee, in his/her sole discretion, identifies the need, by use of the Program Staff, as described below. The Director's input regarding staff and Work assigned to Key Personnel and/or Staff for Specialty Services shall be duly considered by Consultant in preparing any individual Work Order proposal and failure to adequately address such concerns regarding staff assignments may be cause for Director's rejection of same. All staff shall be duly qualified, trained and/or licensed to perform the Work assigned to them. The Consultant shall designate a Program Coordinator to manage this Agreement who shall be located at an office maintained by the Consultant. This Program Coordinator shall be responsible for all administrative functions associated with the Agreement. This individual and any other employees of the Consultant performing administrative functions, which are not located at the MRC, shall be part of the Consultant's overhead and not direct billable charges under this Agreement. The Program Coordinator shall be eligible for billable charge when performing specific technical functions when so requested by the Director or designee. Capital Improvements Program Support Services RFQ 21-22-018 / 2 31 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A5.01 PROGRAM STAFF A portion of the Primary Services shall be performed by the Consultant's Key Personnel assigned on a full- time basis and housed at the MRC building. Such personnel shall be billed to the City on a monthly lump sum basis. Any modification in the Scope of Work assigned to the Key Personnel should trigger a corresponding modification in the Lump Sum Compensation, as provided in Article B3.01-2. Upon award of an Agreement the Director or designee shall issue a Work Order covering the initial Key Personnel which shall reflect the monthly levels of compensation and Services and a separate Work Order covering those individuals assigned to perform what would be considered Specialty Services, which shall reflect the methods and levels of compensation. A5.02 STAFFING FOR SPECIALTY SERVICES The Work assignments performed by these staff will be requested in writing by the Director or designee for individual or short-term tasks, or for long-term and continuing service tasks, associated with any element of the Scope of Services. The level of effort anticipated for these staff members and their assignments will be analyzed by the Director or his/her designee on an as needed basis and the progress will be measured through the Monthly Progress Report to accompany the monthly invoicing. Staff shall be assigned via Work Order to a given scope of Services. Individual Work Orders shall depict staff and/or activities as being offered on a lump sum, performance basis or hourly rate, limiting amount basis. A5.03 STAFFING CHANGES If additional staff is warranted in the opinion of the Consultant due to workload issues, a written request will be made by Consultant to the Director or designee whose written approval is required as described below. A5.03-1 Changes due to Absence or Termination: If there are changes in the staff depicted in an authorized Work Order, particularly with Key Personnel as identified in the Proposers' RFQ submittal, be absent due to voluntary or involuntary termination, that position will be replaced within five (5) business days of the date of separation, or as requested by the Director or designee. Should an individual staff, particularly Key Personnel as identified in the Proposers' RFQ submittal be absent for more than 15 consecutive business days due to vacation, illness or other matter, Consultant shall provide a qualified replacement that is acceptable to the Director or designee. The Director or designee, at their sole discretion, may additionally request qualified replacement staff due to absences of less than 15 business days if warranted by the nature of the Work managed by that staff. The Director or designee may request one or more resumes for any personnel to be assigned and may also request to interview the proposed personnel and select the most qualified person (s), in the City's sole opinion. Selection of such a person to work on the Program does not change the Consultant's sole responsibility and liability for the performance and actions of said person. Such changes shall be noted and approved of in writing. A5.03-2 Changes due to Work Requirements: Director or designee's approval shall be in writing for all additional or replacement Program Staff not included in the Proposal/Work Order and estimated to work in excess of 20 hours per month in total. Consultant shall provide a written proposal to Director detailing anticipated man-hour and related requirements for the task or activity to be assigned to additional Key Personnel or Staff assigned for Specialty Services. The Director or designee may request one or more resumes for any personnel to be assigned and may also request to interview the proposed personnel and select the most qualified person, in the City's sole opinion. Selection of such a person to work on the Program does not change the Consultant's sole responsibility and liability for the performance and actions of said person. ARTICLE A6 ASSIGNMENT OF WORK It is the intent and purpose of the City that the Consultant shall provide the Primary Services hereunder as an extension of OCI's resources as may be authorized by the Director. It is envisioned that areas of responsibilities and specified tasks will be assigned by the Director or designee. Capital Improvements Program Support Services RFQ 21-22-018 / 2 32 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A6.01-1 WORK ORDERS When a specific task is above and beyond the scope of the initial Work Order assigned to Key Personnel Program Support Staff or Program Support Staff assigned to Specialty Services Work Order, the Director or designee will request a Work Order Proposal from the Consultant for Services based on a proposed Scope of Services provided by the Director or designee. The Consultant and Director or designee, and others if appropriate, may have preliminary meetings, if warranted, to further define the Scope of Work and to resolve any questions regarding the proposed Project. The Consultant shall then prepare a written "Work Order Proposal" for the required Services generally following the guidelines provided by OCI, indicating the proposed Scope of Services, time of performance, proposed fees, Sub consultants if warranted, deliverable items and/or documents, and time frame to complete the Work. The Work Order Proposal shall depict detailed staffing commitments for the proposed Services and the method of compensation, either Lump Sum or Hourly Rate/Limiting Amount. The Consultant shall not be compensated for the preparation or Work Order Proposals. When consensus is reached, the Consultant shall prepare a revised and final Work Order Proposal which will be attached and incorporated into the Work Order authorized by the Director or designee. Upon acceptance of the Work Order Proposal a "Notice to Proceed" will be issued by the Director or designee. No guarantee is made as to how many, and the extent of, Work Orders issued to the Consultant. A601-2 TIME FRAMES FOR COMPLETION Time frames for completion of the several steps required to complete any given assignment, from Development of Objectives through and including Construction Contract Administration, will be determined at the time each Work Order is assigned to the Consultant by the City. ARTICLE A7 ADDITIONAL SERVICES A7.01 GENERAL Services categorized below as "Additional Services" may be specified and authorized by City and are normally considered to be beyond the scope of the Basic Services. Additional Services shall either be identified in a Work Order or shall be authorized by prior written approval of the Director or City Manager and will be compensated for as provided in Attachment B, Article B3.05, Fees for Additional Services. A7.02 EXAMPLES Except as may be specified in Schedule A herein, Additional Services may include, but are not limited to the following: A3.02-1 Appraisals: Investigation and creation of detailed appraisals and valuations of existing facilities, and surveys or inventories in connection with construction performed by City. A3.02-2 Pre -Design Surveys & Testing: Environmental investigations, site evaluations, or comparative studies of prospective sites. Surveys of the existing structure required to complete as - built documentation are not additional services. A3.02-3 Extended Testing & Training: Extended assistance beyond that provided under Basic Services for the initial start-up, testing, adjusting, and balancing of any equipment or system; extended training of City's personnel in operation and maintenance of equipment and systems, and consultation during such training; and preparation of operating and maintenance manuals, other than those provided by the Contractor, sub -contractor, or equipment manufacturer. A3.02-4 Expert Witness: Preparing to serve or serving as an expert witness in connection with any mediation, arbitration, or legal proceeding, providing, however, that Consultant cannot testify against City in any proceeding during the course of this Agreement. A3.02-5 Miscellaneous: Any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted architectural/engineering practice related to construction. Capital Improvements Program Support Services RFQ 21-22-018 / 2 33 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ARTICLE A8 REIMBURSABLE EXPENSES A8.01 GENERAL Reimbursable Expenses cover those services and items authorized by the City in addition to the Basic and Additional Services and consist of actual, direct expenditures made by the Consultant and the Subconsultant for the purposes listed below. A8.01-1 Communications Expenses: Identifiable communication expenses approved by the Project Manager, long distance telephone, courier, and express mail between the Consultant's various permanent offices and Subconsultants. The Consultant's field office at the Project site is not considered a permanent office. Cell phones will not be considered as reimbursable expenses under this agreement. A8.01-2 Reproduction, Photography: Cost of printing, reproduction, or photography, beyond that which is required by or of the Consultant's part of the work, set forth in this Agreement. A8.01-3 Geotechnical Investigation: Identifiable Soil Borings and Reports and testing costs approved by the Project Manager. A8.01-4 Permit Fees: All Permit fees paid to regulatory agencies for approvals directly attributable to the Project. These permit fees do not include those permits required to be paid by the Consultant. A8.01-5 Transportation and/or travel per diem expenses: Expenses incurred by authorized persons, as defined by Florida Statutes, Section 112.061, as "A person who is called upon by an agency to contribute time and services as consultant or adviser." All travel must be authorized and approved by the Director or their designee, in advance and in writing. A8.01-6 Other: Items not indicated in Article A4, Reimbursable Expenses, when authorized by the Project Manager. A8.02 SUBCONSULTANT REIMBURSEMENTS Reimbursable Subconsultant expenses are limited to the items described above when the Subconsultant`s agreement provides for reimbursable expenses and when such agreement has been previously approved, in writing, by the Director and subject to all budgetary limitations of the City and requirements of this Agreement. ARTICLE A9 CITY'S RESPONSIBILITIES A9.01 PROJECT AND SITE INFORMATION City, at its expense and insofar as performance under this Agreement may require, may furnish Consultant with the information described below, or, if not readily available, may authorize Consultant to provide such information as an Additional Service, eligible as a Reimbursable Expense. A9.01-1 Surveys: Complete and accurate surveys of building sites, giving boundary dimensions, locations of existing structures, the grades and lines of street, pavement, and adjoining properties; the rights, restrictions, easements, boundaries, and topographic data of a building site, and existing utilities information regarding sewer, water, gas, telephone and/or electrical services. A9.01-2 Soil Borings, Geotechnical Testing: Soil borings or test pits; chemical, mechanical, structural, or other tests when deemed necessary; and, if required, an appropriate professional interpretation thereof and recommendations. Consultant shall recommend necessary tests to City. A9.01-3 General Project Information: Information regarding Project Budget, City and State procedures, guidelines, forms, formats, and assistance required establishing a program pursuant to Article A2.02, Schematic Design. A9.01-4 Existing Drawings: Drawings representing as -built conditions at the time of original construction, subject to as -built availability. However, such drawings, if provided, are not warranted to represent conditions as of the date of receipt. Consultant must still perform field investigations as necessary in accordance with Article A2.01, Development of Objectives, to obtain sufficient information to perform its services. Investigative services in excess of "Normal Requirements," as defined, must be authorized in advance. Capital Improvements Program Support Services RFQ 21-22-018 / 2 34 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 A9.01-5 Reliability: The services, information, surveys and reports described in Articles A5.01-1 through A5.01-4 above, shall be furnished at City's expense, and Consultant shall be entitled to rely upon the accuracy and completeness thereof, provided Consultant has reviewed all such information to determine if additional information and/or testing is required to properly design the Project. A9.02 CONSTRUCTION MANAGEMENT A9.02-1 During construction, Consultant and the Project Manager shall assume the responsibilities described in the general conditions and supplementary conditions of the construction contract relating to review and approval of the construction work by the Contractor. A9.02-2 If City observes or otherwise becomes aware of any fault or defective Work in the Project, or other nonconformance with the contract during construction, City shall give prompt notice thereof to Consultant. END OF SECTION REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Capital Improvements Program Support Services RFQ 21-22-018 / 2 35 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ATTACHMENT A SCHEDULE Al - SUBCONSULTANTS FIRM NAME CONSULTING FIELD Milian, Swain & Associates, Inc. Program Reporting / Administration Assistance Quest Corporation of America, Inc. Public Involvement & Outreach SCHEDULE A2 — KEY STAFF NAME JOB CLASSIFICATION Diego Clavijo, PMP, PSP Lead Program Manager* Sonja John Program/Project Cost Estimating Services Jimmy Suarez, PSP Lead Program Manager* Juan Rosario CADD Support Technician Kim Varjabedian Financial Program Manager Yami Abreu Construction Contract Administration Monitoring and Reporting Technician Alfredo Martinez Project Controls, Planning and Scheduling Carlos Lozano Architecture / Vertical Sr. Project Manager Loraine Rosado Project Portfolio Manager Esteban Rubiano Architecture / Vertical Project Manager Ryan Jensen Roadway Senior Engineer Michael Rose Roadway Engineer Pedro Beltran Job Order Contracting (JOC) Program Manager Jose Vila Electrical Senior Engineer Felix Rosario Electrical Engineer Camilo Martinez Mechanical Engineer Rosmary Bohorquez Building Structures Engineer Hector Lopez Structural Engineer Desiderio Maldonado Marine Coastal Engineer Nathan Mozeleski Traffic Engineer Douglas Dean Surveying Manager Alfredo Martinez Scheduler Jose Vila Alvarez Sr. Construction Manager Ruben Cuevas Construction Manager Sonja John Harry Belton Cost Management and Value Engineering Sr. Landscape Architect LaTosha Sigler Civil/Horizontal Project Manager Alex Camps Building Code Compliance Sr Engineer Alejandro Irizarry -Velez, PE Principal Mark Henry Environmental Sr Manager Elba Guerrero Grants Manager Diego Clavijo, PMP, PSP Lead Program Manager* Sonja John Program/Project Cost Estimating Services Capital Improvements Program Support Services RFQ 21-22-018 / 2 36 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 Harry Belton Sr. Landscape Architect LaTosha Sigler Civil/Horizontal Project Manager Alex Camps Building Code Compliance Sr Engineer Alejandro Irizarry -Velez, PE Principal Mark Henry Environmental Sr Manager Elba Guerrero Grants Manager Frank Salmon GIS Production Manager Steven Baez Construction Inspector Capital Improvements Program Support Services RFQ 21-22-018 / 2 37 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ATTACHMENT B - COMPENSATION AND PAYMENTS ARTICLE B1 METHOD OF COMPENSATION The fees for Professional Services for each Work Order shall be determined by one of the following methods or a combination thereof, at the option of the Director or designee, with the consent of the Consultant. a) A Lump Sum as defined in Article B3.01, Lump Sum. b) An Hourly Rate as defined in Article B3.02, Hourly Rate Fees, and at the rates set forth pursuant to the same. B1.01 COMPENSATION LIMITS The aggregate sum of all payments for fees and costs, including reimbursable expenses, to the Consultant payable by the City under this Agreement shall be limited to the amount specified in Article 2.05-1 Compensation Limits, as the maximum compensation limit for cumulative expenditures under this Agreement. Under no circumstances will the City have any liability for work performed, or as otherwise may be alleged or claimed by the Consultant, beyond the cumulative amount provided herein, except where specifically approved in accordance with the City Code by the City Manager or City Commission as applicable as an increase to the Agreement and put into effect via an Amendment to this Agreement. B1.02 CONSULTANT NOT TO EXCEED Absent an amendment to the Agreement or to any specific Work Order, any maximum dollar or percentage amounts stated for compensation shall not be exceeded. In the event they are so exceeded, the City shall have no liability or responsibility for paying any amount of such excess, which will be at the Consultant's own cost and expense. ARTICLE B2 WAGE RATES B2.01 FEE BASIS All fees and compensation payable under this Agreement shall be formulated and based upon the averages of the certified Wage Rates that have been received and approved by the Director. The averages of said certified Wage Rates are summarized in Schedule B1 - Wage Rates Summary incorporated herein by reference. Said Wage Rates are the effective direct hourly rates, as approved by the City, of the Consultant and Subconsultant employees in the specified professions and job categories that are to be utilized to provide the services under this Agreement, regardless of manner of compensation. B2.02 EMPLOYEES AND JOB CLASSIFICATIONS Schedule B1 - Wages Rates Summary identifies the professions, job categories and/or employees expected to be used during the term of this Agreement. These include architects, engineers, landscape architects, professional interns, designers, CADD technicians, project managers, GIS and environmental specialists, specification writers, clerical/administrative support, and others engaged in the Work. In determining compensation for a given Scope of Work, the City reserves the right to recommend the use of the Consultant employees at particular Wage Rate levels. B2.03 MULTIPLIER For Work assigned under this Agreement, a maximum multiplier of 2.9 for home office and 2.4 for field office shall apply to Consultant's hourly Wage Rates in calculating compensation payable by the City. Said multiplier is intended to cover the Consultant employee benefits and the Consultant's profit and overhead, including, without limitation, office rent, local telephone and utility charges, office and drafting supplies, depreciation of equipment, professional dues, subscriptions, stenographic, administrative, and clerical support, other employee time or travel and subsistence not directly related to a project. B2.04 CALCULATION Said Wage Rates are to be utilized by the Consultant in calculating compensation payable for specific assignments and Work Orders as requested by the City. The Consultant shall identify job classifications, available staff, and projected man-hours required for the proper completion of tasks and/or groups of tasks, milestones, and deliverables identified under the Scope of Work as exemplified in Schedule B1 - Wage Rates Summary. Capital Improvements Program Support Services RFQ 21-22-018 / 2 38 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 B2.05 EMPLOYEE BENEFITS AND OVERHEAD Regardless of the method of compensation elected herein, compensation paid by the City shall, via the Multiplier, cover all the Consultant costs including, without limitation, employee fringe benefits (e.g., sick leave, vacation, holiday, unemployment taxes, retirement, medical, insurance, and unemployment benefits), and an overhead factor. Failure to comply with this section shall be cause for termination of this Agreement. B2.06 ESCALATION After the first year of the contract term, the escalation of said Wage Rates may be considered upon request by the Consultant. The Consultant may have to supply documentation to justify any requested percentage increase in cost to the City. The City reserves the right to approve or reject said requests for escalation. ARTICLE B3 COMPUTATION OF FEES AND COMPENSATION The City agrees to pay the Consultant, and the Consultant agrees to accept for services rendered pursuant to this Agreement, fees computed by one or a combination of the methods outlined above, as applicable, in the following manner: B3.01 LUMP SUM Compensation for a Scope of Work can be a Lump Sum and must be mutually agreed upon in writing by the City and the Consultant and stated in a Work Order. Lump Sum compensation is the preferred method of compensation. B3.01-1 Lump Sum: Shall be the total amount of compensation where all aspects of Work are clearly defined, quantified and calculated. B3.01-2 Modifications to Lump Sum: If the City authorizes a substantial or material change in the Scope of Services, the Lump Sum compensation for that portion of the Services may be equitably and proportionately adjusted by mutual consent of the Director or designee and Consultant, subject to such additional approvals as may be required by legislation or ordinance. B3.01-3 Lump Sum Compensation: Compensation shall be calculated by Consultant, utilizing the Wage Rates established herein including multiplier, and reimbursable expenses. Prior to issuing a Work Order, the City may require Consultant, to verify or justify its requested Lump Sum compensation. Such verification shall present sufficient information as depicted in Attachment A, Schedule A2 - Key Staff. B3.02 HOURLY RATE FEES B3.02-1 Hourly Rate Fees: Hourly Rate Fees shall be those rates for Consultant and Subconsultant employees identified in Schedule B1. All hourly rate fees will include a maximum not to exceed figure, inclusive of all costs expressed in the contract documents. The City shall have no liability for any fee, cost, or expense above this figure. B3.02-2 Conditions for Use: Hourly Rate Fees shall be used only in those instances where the parties agree that it is not possible to determine, define, quantify, and/or calculate the complete nature, and/or aspects, tasks, man-hours, or milestones for a Project or portion thereof at the time of Work Order issuance. Hourly Rate Fees may be utilized for Additional Work that is similarly indeterminate. In such cases, the City will establish an Allowance in the Work Order that shall serve as a Not to Exceed Fee for the Work to be performed on an Hourly Rate Basis. B3.03 REIMBURSABLE EXPENSES Any fees for authorized reimbursable expenses shall not include charges for the Consultant handling, office rent or overhead expenses of any kind, including local telephone and utility charges, office and drafting supplies, depreciation of equipment, professional dues, subscriptions, etc., reproduction of drawings and specifications (above the quantities set forth in this Agreement), mailing, stenographic, clerical, or other employees time or travel and subsistence not directly related to a project. All reimbursable services shall be billed to the City at direct cost expended by the Consultant. City authorized reproductions in excess of sets required at each phase of the Work will be a Reimbursable Expense. Capital Improvements Program Support Services RFQ 21-22-018 / 2 39 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 The City will reimburse the Consultant for authorized Reimbursable Expenses pursuant to the limitations of this Agreement as verified by supporting documentation deemed appropriate by Director or designee including, without limitation, detailed bills, itemized invoices, and/or copies of cancelled checks. B3.04 FEES FOR ADDITIVE OR DEDUCTIVE ALTERNATES The design of additive and deductive alternates contemplated as part of the original Scope for a Project as authorized by the Director will be considered as part of Basic Services. The design of additive and deductive alternates that are beyond the original Scope of Work and construction budget may be billed to the City as Additional Services. The fees for alternates will be calculated by one of the three methods outlined above, as mutually agreed by the Director and the Consultant. B3.05 FEES FOR ADDITIONAL SERVICES The Consultant may be authorized to perform Additional Services for which additional compensation and/or Reimbursable Expenses, as defined in this Agreement under Article A4 and B3.03 respectively, may be applicable. The Consultant shall utilize the Work Order Proposal Form and worksheets, which can be found on the City's Webpage at https://www.miamigov.com/Government/Departments-Organizations/Office-of- Capital-Improvements. The webpage also provides the procedures for completing these forms. Failure to use the forms or follow the procedures will result in the rejection of the Work Order Proposal. B3.05-1 Determination of Fee: The compensation for such services will be one of the methods described herein: mutually agreed upon Lump Sum or Hourly Rate with a Not to Exceed Limit. B3.05-2 Procedure and Compliance: An independent and detailed Notice to Proceed (NTP), and an Amendment to a specific Work Order, shall be required to be issued and signed by the Director for each additional service requested by the City. The NTP will specify the fee for such service and upper limit of the fee, which shall not be exceeded, and shall comply with the City of Miami regulations, including the Purchasing Ordinance, the Consultants' Competitive Negotiation Act, and other applicable laws. B3.05-3 Fee Limitations: Any authorized compensation for Additional Services, either professional fees or reimbursable expenses, shall not include additional charges for office rent or overhead expenses of any kind, including local telephone and utility charges, office and drafting supplies, depreciation of equipment, professional dues, subscriptions, etc., reproduction of drawings and specifications, mailing, stenographic, clerical, or other employees time or travel and subsistence not directly related to a project. For all reimbursable services and Subconsultant costs, the Consultant will apply the multiplier of one (1.0) times the amount expended by the Consultant. B3.06 PAYMENT EXCLUSIONS The Consultant shall not be compensated by the City for revisions and/or modifications to drawings and specifications, for extended construction administration, or for other work when such work is due to errors or omissions of the Consultant as determined by the City. B3.07 FEES RESULTING FROM PROJECT SUSPENSION If a project is suspended for the convenience of the City for more than three months or terminated without any cause in whole or in part, during any Phase, the Consultant shall be paid for services duly authorized, performed prior to such suspension or termination, together with the cost of authorized reimbursable services and expenses then due, and all appropriate, applicable, and documented expenses resulting from such suspension or termination. If the Project is resumed after having been suspended for more than three months, the Consultant's further compensation shall be subject to renegotiation. ARTICLE B4 PAYMENTS TO THE CONSULTANT B4.01 PAYMENTS GENERALLY Payments for Basic Services may be requested monthly in proportion to services performed during each Phase of the Work. The Subconsultant fees and Reimbursable Expenses shall be billed to the City in the actual amount paid by the Consultant. The Consultant shall utilize the City's Invoice Form, which can be found at the end of this document. Failure to submit an invoice(s) within sixty (60) calendar days following Capital Improvements Program Support Services RFQ 21-22-018 / 2 40 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 the provision of Services contained in such invoice may be cause for a finding of default. Failure to use the City Form will result in rejection of the invoice. B4.02 FOR COMPREHENSIVE BASIC SERVICES For those Projects and Work Orders where comprehensive design services are stipulated, said payments shall, in the aggregate, not exceed the percentage of the estimated total Basic Compensation indicated below for each Phase. B4.03 BILLING — HOURLY RATE Invoices submitted by the Consultant shall be sufficiently detailed and accompanied by supporting documentation to allow for proper audit of expenditures. When services are authorized on an Hourly Rate basis, the Consultant shall submit for approval by the Director, a duly certified invoice, giving names, classification, salary rate per hour, hours worked and total charge for all personnel directly engaged on a project or task. To the sum thus obtained, any authorized Reimbursable Services Cost may be added. The Consultant shall attach to the invoice all supporting data for payments made to and incurred by the Subconsultants engaged on the Project. In addition to the invoice, the Consultant shall, for Hourly Rate authorizations, submit a progress report giving the percentage of completion of the Project development and the total estimated fee to completion. B4.04 PAYMENT FOR ADDITIONAL SERVICES AND REIMBURSABLE EXPENSES Payment for Additional Services may be requested monthly in proportion to the services performed. When such services are authorized on an Hourly Rate basis, the Consultant shall submit for approval by the Director, a duly certified invoice, giving names, classification, salary rate per hour, hours worked and total charge for all personnel directly engaged on a project or task. To the sum thus obtained, any authorized Reimbursable Services Cost may be added. The Consultant shall attach to the invoice all supporting data for payments made to or costs incurred by the Subconsultants engaged on the project or task. In addition to the invoice, the Consultant shall, for Hourly Rate authorizations, submit a progress report giving the percentage of completion of the Project development and the total estimated fee to completion. B4.05 DEDUCTIONS No deductions shall be made from the Consultant's compensation on account of liquidated damages assessed against contractors or other sums withheld from payments to contractors. ARTICLE B5 COMPENSATION FOR REUSE OF PLANS AND SPECIFICATIONS B5.01 GENERAL It is understood that all Consultant agreements and/or work Orders for new work will include the provision for the re -use of plans and specifications, including construction drawings, at the City's sole option, by virtue of signing this agreement they agree to a re -use in accordance with this provision without the necessity of further approvals, compensation, fees, or documents being required and without recourse for such re -use. END OF SECTION REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Capital Improvements Program Support Services RFQ 21-22-018 / 2 41 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ATTACHMENT B - COMPENSATION AND PAYMENTS SCHEDULE B1 - WAGE RATES SUMMARY JOB CLASSIFICATION NEGOTIATED HOURLY RATE ADJUSTED AVERAGE HOURLY RATE (2.9 Home Multiplier Applied) ADJUSTED AVERAGE HOURLY RATE (2.4 Field Multiplier Applied) Principal* $175.00 Lead Program Manager $81.00 $234.90 $194.40 Building Code Compliance Sr Engineer $70.77 $205.23 $169.85 Cost Management and Value Engineering $70.00 $203.00 $168.00 Electrical Senior Engineer $70.00 $203.00 $168.00 Project Portfolio Manager $69.00 $200.10 $165.60 Financial Program Manager $67.00 $194.30 $160.80 Program/Project Cost Estimating Services $47.69 $138.30 $114.46 Sr. Construction Manager $65.00 $188.50 $156.00 Civil/Horizontal Project Manager $64.00 $185.60 $153.60 Sr. Landscape Architect $63.00 $182.70 $151.20 Building Structures Engineer $62.53 $181.34 $150.07 Mechanical Engineer $62.15 $180.24 $149.16 Architecture / Vertical Sr. Project Manager $61.00 $176.90 $146.40 Structural Engineer $61.00 $176.90 $146.40 Environmental Sr. Manager $60.00 $174.00 $144.00 Traffic Engineer $60.00 $174.00 $144.00 Marine Coastal Engineer $59.00 $171.10 $141.60 Job Order Contracting (JOC) Program Manager $58.00 $168.20 $139.20 Roadway Senior Engineer $55.00 $159.50 $132.00 Project Controls, Planning, and Scheduling $51.77 $150.13 $124.25 Construction Manager $50.00 $145.00 $120.00 Program/Project Cost Estimating Services $47.69 $138.30 $114.46 Construction Contract Administration Monitoring and Reporting Technician $46.00 $133.40 $110.40 Architecture / Vertical Project Manager $46.00 $133.40 $110.40 Capital Improvements Program Support Services RFQ 21-22-018 / 2 42 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 JOB CLASSIFICATION NEGOTIATED HOURLY RATE ADJUSTED AVERAGE HOURLY RATE (2.9 Home Multiplier Applied) ADJUSTED AVERAGE HOURLY RATE (2.4 Field Multiplier Applied) GIS Production Manager $46.00 $133.40 $110.40 Scheduler $46.00 $133.40 $110.40 Sr. Public Involvement & Outreach $45.00 $130.50 $108.00 Electrical Engineer $44.00 $127.60 $105.60 Grants Manager $40.00 $116.00 $96.00 Surveying Manager $39.00 $113.10 $93.60 Reports Writer $35.00 $101.50 $84.00 Roadway Engineer $35.00 $101.50 $84.00 Public Involvement & Outreach Technician $34.00 $98.60 $81.60 CADD Support Technician $31.89 $92.48 $76.54 Construction Inspector $30.00 $87.00 $72.00 Administration Assistant $29.00 $84.10 $69.60 (*) Flat rate, no multipliers applied. Capital Improvements Program Support Services RFQ 21-22-018 / 2 43 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 PROFESSIONAL SERVICES AGREEMENT - EXHIBIT 1 ATTACHMENT B - COMPENSATION AND PAYMENTS SCHEDULE B2 - CONSULTANT INVOICE OFFICE OF CAPITAL IMPROVEMENTS 1OCI I L _CITY OF MIAMI CONSULTANT STANDARD INVOICE To: ATTN: "y ,y Of V :3rt- Office o=•_=Dtallr-.-:... _ :; - _ 414 SW ;2nd Avenue - v:h =1cc• Miami, FL 3313a Involoe Number. InvcicaData: P.'o-:r __ ._Cr, Papa: Fra11_ Invoice Period: Horn : To: M:crth 0r, 0003 Multi D3, 00E0 Contract No.: Contract Tltia: Project No.: Project Name: NOTE: `orukr. r`"r..,: ..2.oa Phi II e,. .gin JWWI 1111.1MIALBu.,nw.a Lae. Fn(rr* en:pi: I prar*Ur m awa'c payrrwrm rer rr Bath Irvadar n um bit Id aei L-p a PPncwr art Sim ..4rigiand Purclo se order No.: iW*[iY is rfdrIYha W_#....0 six -urges la Apo. ratio -di Eutrre Lwn 12) ripple arynak YedrIt CrUiar F#: Z9t41cE CONTRACT AMOUNT N. COM PLETE TOTAL EARNED PREVIOUSLY WOICED CURRENT !MIME AMOUNT TO DATE D'= Et.... ..:E $ - 5_ - 5- - 3[ . _..... - . TMIE.v'J `:rI $ - - 5 - _ EC _. ..... .- - - - 5 - - SE - . .: - $ - _ _ - _ - -:-xtx ___. ._ :: _C. $ - - 5 - _ - - - - --,trig $ - .5 - - - Cx:r.:::-. A mU:CS::' : - - - 5 - - _ - 3 - - - - _ - 5 - - 5 - _ - 5 - ReIrrIrsl»k Expenses . - 5 - 5 - y - i. new 5 - 5 - -5 - - 2. ITIIrel 5 - 5 - 5 - - 3. rTtlei $ _ � - 3 - _ 5 - • 3 - _5 - - liidtlsisal Bendo 5 - a _ a - - 1. rimer E - 5 - 5 - - x rntlol F. - 5 - 5 - - 3. Mlle) 3 - 5 - a 5 - - TOT.:-: # - - s - Subtotal: PrbrbDUsJnocBRemaining C,^,ntr3c:E3Iance: _ - De0.lc:lons: Total Due : 5 - �.: ..■ • _- - • ..°+,,- .., .A, CERTFED 1RLEAND CORRECT BY: iUPPO4I111410 MCI:RENTS CHECKLIST. iilurten LNY.r of PUNS 6*YIg Inrseerd &mix Grs Dairrma Ali Iriveleir iBgr 4 r*ar PMeiparr Fhr Prowl ' C u!f e& Ad91uW E*r.ics .Autahriw: jrmik Marra rdTAN a Pflr. F F.E� To BE OOr 'LIED BY CITY OF !SAID CITY OF MIS.MI APPROVAL: DATE s .E:ii.ATLiiE. -r.- it: e.etl CAP: PROJECT MANA.a.ER CHEF PROJECT MANAGER Jorge L. Mora Date Fee etArd 1u' Paymert PrixessIng lHudgel Department): s_ BTANT CIRECTOR 'I -leer 2;a. a INTERIM DIRECTOR Capital Improvements Program Support Services RFQ 21-22-018 / 2 44 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 ACCORD ® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 07/17/2026 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 MARSH USA, LLC.PHONE TWO ALLIANCE CENTER 3560 LENOX ROAD, SUITE 2400 ATLANTA,GA 30326 CN102421774-Atkin-GAWU-25-26 CONTACT NAME' (A/CC No Ext): FAX No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INsuRERA: Starr Indemnity & Liability Company 38318 INSURED AtkinsRealis USA Inc. 4030 West Boy Scout Blvd. Ste. 700 Tampa, FL 33607-5713 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: ATL-004776509-43 REVISION NUMBER: 11 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE A INSD WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (N,11/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY 1000090872251 f �`` ISOTHER: 10/15/202510/15/2026 (70). `,► CID EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 50,000 PERSONAL & ADV INJURY $ 2,000,000 GEN'L X X AGGREGATE POLICY LIMIT APPLIES PRO- PER: LOC GENERAL AGGREGATE $ 4,000,000 PRODUCTS - COMP/OP AGG $ 4,000,000 $ A AUTOMOBILE X X LIABILITY ANY AUTO OWNED X SCHEDULED AUTOS NON -OWNED AUTOS ONLY 1000679654251 ` 1.` A 1 / 025 10/15/2026 COMBINED SINGLE LIMIT accident) $ 2,000,000(Ea BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE 10006M5251 cc10/15/2025 10/15/2026 EACH OCCURRENCE $ 1,000,000 AGGREGATE $ 1,000,000 DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTN ER/EXECUTIVE OFFICER/MEMBEREXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N /A 1000003953 10/15/2025 10/15/2026 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Capital Program Support Services for the Capital Improvement Program, RFQ No. 21-22-018 The City of Miami is included as additional insured (except workers' compensation) where required by written contract. This insurance is primary and non-contributory over any existing insurance and limited to liability arising out of operations of the named insured subject to policy terms and conditions. Waiver of subrogation is applicable where required by written contract with respect to General Liability, Auto Liability and Workers' Compensation policies and subject to policy terms and conditions. Contractual Liability is included in General Liability subject to policy terms and conditions. CERTIFICATE HOLDER CANCELLATION City of Miami Department of Capital Improvement Programs 444 SW 2nd Avenue 8th 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 of Marsh USA LLC C.C:a' ` '... r',Oa2D ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 AC o® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDJYYYY) 07/17/2026 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 MARSH USA, LLC.PHONE TWO ALLIANCE CENTER 3560 LENOX ROAD, SUITE 2400 ATLANTA,GA 30326 CN102421774-Atkin-EO-26-27 CONTACT NAME' (A/CC No Ext): FAX No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Lloyd Underwriters 32727 INSURED AtkinsRealis USA Inc. 4030 West Boy Scout Blvd. Ste. 700 Tampa, FL 33607-5713 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: ATL-005399974-16 REVISION NUMBER: 10 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE A INSD WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (N,11/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY 46\ ` �` \): EACH OCCURRENCE $ CLAIMS -MADE OCCUR DAMAGE TRENTED PREMISESO(Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PRO JECT PER: LOC GENERAL AGGREGATE $ PRODUCTS -COMP/OP AGG $ $ AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON -OWNED AUTOS ONLY ` ` C3(il COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE _`(6 C. EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBEREXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N /A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ A Professional Liability (claims made policy) FINPA26540040 04/30/2026 04/30/2027 Limit: Per Claim Annual Aggregate: 3,000,000 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Capital Program Support Services for the Capital Improvement Program, RFQ No. 21-22-018. Retro Date 11/11/1961 CERTIFICATE HOLDER CANCELLATION City of Miami Department of Capital Improvement Programs 444 SW 2nd Avenue 8th 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 of Marsh USA LLC C.C:a' ` '... r',Oa2D ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 AGENCY CUSTOMER ID: CN102421774 LOC #: Atlanta ACORO� ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY MARSH USA, LLC. POLICY NUMBER CARRIER NAIC CODE NAMED INSURED AtkinsRealis USA Inc. 4030 West Boy Scout Blvd. Ste. 700 Tampa, FL 33607-5713 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Professional Liability: Professional Liability placement was made by Marsh Canada. Marsh USA has only acted in the role of a consultant to the dient with respect to the placement, which is indicated here for your convenience. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 From: Quevedo, Terry To: Caseres, Luis; Gomez Jr., Francisco (Frank); Aviles, Yesenia Subject: RE: Amendment No. 3 to RFQ NO. 21-22-018 - Capital Improvements Program Support Services Date: Tuesday, July 21, 2026 8:59:34 AM Attachments: image001.pnq image003.pnq image004.pnq image005.pnq Good Morning Luis The certificate is adequate. Regards, Terry M. Quevedo City of Miami Risk Management Department 14 NE 1st Avenue, 2nd Floor Miami, Florida 33132 (305) 416-1641 Office (305) 416-1710 Fax Tquevedo@miamigov. com ".S'eta6v, awe( 7a4ss4 sa i4,9 out geoalueeelty From: Caseres, Luis <Lcaseres@miamigov.com> Sent: Tuesday, July 21, 2026 8:56 AM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Quevedo, Terry <TQuevedo@miamigov.com>; Aviles, Yesenia <YAviles@miamigov.com> Subject: RE: Amendment No. 3 to RFQ NO. 21-22-018 - Capital Improvements Program Support Services Hi Frank, This Amendment will come through DocuSign. This is just for COI approval. Insurance Requirements attached. Best regards, L wii- C a,s-ere.k Construction Procurement Assistant City of Miami Department of Procurement nd th Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/GV, V.JJ 111Y1 Detail by FEI/EIN Number DIVISION OF CORPORATIONS Dv/1 . u : Jf D2 -`,err J�;( fart official 5ta 19 of 17orilat web its Department of State / Division of Corporations / Search Records / Search by FEI/EIN Number / Detail by FEI/EIN Number Florida Profit Corporation ATKINSREALIS USA INC. Filing Information Document Number FEI/EIN Number Date Filed State Status Last Event Event Date Filed Event Effective Date Principal Address 4030 WEST BOY SCOUT SUITE 700 TAMPA, FL 33607 233840 59-0896138 02/29/1960 FL ACTIVE AMENDMENT 11/17/2023 NONE BOULEVARD Changed: 01/13/2010 Mailing Address 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Changed: 01/13/2010 Registered Agent Name & Address HOWLETT, ASHLEY 4030 WEST BOY SCOUT BLVD. SUITE 700 TAMPA, FL 33607 Name Changed: 02/28/2025 Address Changed: 09/14/2015 Officer/Director Detail Name & Address Title DIRECTOR, PRESIDENT, CEO https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=FeiNumber&directionType=Initial&searchNameOrder=590896138... 1/7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/GV, V.JJ 111Y1 Detail by FEI/EIN Number MORRISS, STEPHEN J. 3100 BRISTOL STREET STE 125 COSTA MESA LOS ANGELES, CA 92626 Title DIRECTOR, SVP, TREASURER, CFO D'AMBRA, OLIVIER 4030 W BOY SCOUT BLVD STE 700 TAMPA, FL 33607 Title AVP MADDOX, PAUL 4030 W BOY SCOUT BLVD STE 700 TAMPA, FL 33607 Title AVP CAMPS, ALEXANDER 800 NW 62ND AVE STE 700 MIAMI, FL 33126 Title AVP CASTELLANOS, JOSE L 4030 W BOY SCOUT BLVD STE 700 TAMPA, FL 33607 Title DIRECTOR, SVP, REGIONAL GENERAL COUNSEL, SECRETARY ALEXANDER, KAMLA 4030 W BOY SCOUT BLVD. STE 700 TAMPA, FL 33607 Title Project Officer Belton, Harry L. 3250 West Commercial Blvd. Suite 350 Fort Lauderdale, FL 33309 Title Project Officer https://search.sun biz. org/Inquiry/CorporationSearch/Search Resu ItDetai I? inqu irytype=Fei N u m ber&d irectionType=1 n itial&search NameOrder=590896138... 2/7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/GV, V.JJ 111Y1 Detail by FEI/EIN Number Deans, Douglas W. 800 Waterford Way Suite 700 Miami, FL 33126 Title SVP Dennard, Bradley W. 404 BNA Dr Nashville, TN 37217 Title SVP Jones, Justin P. 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title SVP Jonathan, Marshall 45 South, 7th Street Minneapolis, MN 55402 Title SVP, Human Resources Reid , Courtney 4600 South Ulster Street, Suite 1100 Denver, CO 80237 Title SVP Shailen, Bhatt 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title VP Arboleda-Osorio, Carlos J. 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title VP and Assistant Secretary Becton, Donya M. 800 Waterford Way, Suite 700 Miami, FL 33126 Title VP and Assistant Secretary https://search.sun biz. org/Inquiry/CorporationSearch/Search Resu ItDetai I? inqu irytype=Fei N u m ber&d irectionType=1 n itial&search NameOrder=590896138... 3/7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/GV, V.JJ 1111/1 Detail by FEI/EIN Number Lund, David Jr. 19015 North Creek Parkway South Bothell, WA 98011 Title VP and Assistant Secretary de los Rios, Rene 800 Waterford Way, Suite 700 Miami, FL 33126 Title VP DePue II, Michael P. 11801 Domain Blvd. Austin, TX Title VP Paynter, Shayne M. 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title VP Phillipe, Roger A. 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title VP Reinhardt, Gary D. 11801 Domain Blvd. Austin, TX Title VP Wright, Taylor P. 1600 Riveredge Parkway NW, Suite 700 Atlanta, GA 30328 Title AVP Garner, Robert G. 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title AVP https://search.sun biz. org/Inquiry/CorporationSearch/Search Resu ItDetai I? inqu irytype=Fei N u m ber&d irectionType=1 n itial&search NameOrder=590896138... 4/7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/GV, V.JJ 111Y1 Detail by FEI/EIN Number Kaye, Franklin J. 1925 Ballenger Ave, Suite 400 Alexandria, VA Title Project Officer Potter, Linda 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title Project Officer Reed, Lucas 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title Qualifying Broker Kinker, Jacqueline 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title Project Officer Taylor, Daniel C. 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title Project Officer Seelos, Richard 4030 WEST BOY SCOUT BOULEVARD SUITE 700 TAMPA, FL 33607 Title Project Officer Dubord, Scott M. 1600 RiverEdge Parkway NW Suite 700 Atlanta, GA 30328 Annual Reports Report Year Filed Date 2025 02/28/2025 2025 03/18/2025 2026 02/06/2026 https://search.sun biz. org/Inquiry/CorporationSearch/Search Resu ItDetai I? inqu irytype=Fei N u m ber&d irectionType=1 n itial&search NameOrder=590896138... 5/7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/V.JJ 111Y1 Detail by FEI/EIN Number Document Images 02/06/2026 --ANNUAL REPORT 12/19/2025 --AMENDED ANNUAL REPORT 09/22/2025 --AMENDED ANNUAL REPORT 08/25/2025 --AMENDED ANNUAL REPORT 03/18/2025 --AMENDED ANNUAL REPORT 02/28/2025 --ANNUAL REPORT 10/23/2024 --AMENDED ANNUAL REPORT 09/12/2024 --AMENDED ANNUAL REPORT 03/07/2024 --AMENDED ANNUAL REPORT 01/15/2024 --ANNUAL REPORT 11/17/2023 -- Amendment 11/03/2023 -- Amendment 10/12/2023 -- Name Change 01 /11 /2023 --ANNUAL REPORT 12/29/2022 -- Merger 01/17/2022 --ANNUAL REPORT 11/03/2021 --Amendment 01/06/2021 --ANNUAL REPORT 01/06/2021 -- Merger 01/02/2020 --ANNUAL REPORT 11/12/2019 --Amendment 01/14/2019 --ANNUAL REPORT 02/15/2018 --ANNUAL REPORT 01/06/2017 --ANNUAL REPORT 02/12/2016 --ANNUAL REPORT 10/08/2015 --AMENDED ANNUAL REPORT 09/14/2015 --AMENDED ANNUAL REPORT 01/29/2015 --ANNUAL REPORT 02/28/2014 --AMENDED ANNUAL REPORT 01/15/2014 --ANNUAL REPORT 04/17/2013 --AMENDED ANNUAL REPORT 01/07/2013 --ANNUAL REPORT 04/04/2012 --ANNUAL REPORT 01/05/2012 --ANNUAL REPORT 11/11/2011 --ANNUAL REPORT 10/05/2011 --ANNUAL REPORT 06/03/2011 --ANNUAL REPORT 02/04/2011 -- Name Change 01/05/2011 --ANNUAL REPORT 11/09/2010 -- Reg. Agent Change 07/14/2010 -- Amendment 04/09/2010 --ANNUAL REPORT 01/13/2010 --ANNUAL REPORT 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 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 https://search.sun biz. org/Inquiry/CorporationSearch/Search Resu ItDetai I? inqu irytype=Fei N u m ber&d irectionType=1 n itial&search NameOrder=590896138... 6/7 Docusign Envelope ID: 06706D5A-AE31-8256-8187-B67CC85460C2 V/,/V.JJ 111Y1 Detail by FEI/EIN Number 02/03/2009 --ANNUAL REPORT 12/29/2008 -- Merger 12/01/2008 --ANNUAL REPORT 11/06/2008 -- Reg. Agent Change 08/20/2008 -- Amended and Restated Articles 02/13/2008 --ANNUAL REPORT 01/09/2008 --ANNUAL REPORT 01/29/2007 --ANNUAL REPORT 03/14/2006 --ANNUAL REPORT 02/20/2006 --ANNUAL REPORT 10/11/2005 --ANNUAL REPORT 02/14/2005 --ANNUAL REPORT 01/29/2004 --ANNUAL REPORT 01/15/2003 --ANNUAL REPORT 01/27/2002 --ANNUAL REPORT 03/12/2001 --ANNUAL REPORT 01/20/2000 --ANNUAL REPORT 01/15/1999 --ANNUAL REPORT 01/14/1999 -- Merger 09/29/1998 -- Merger 01/06/1998 --ANNUAL REPORT 02/04/1997 --ANNUAL REPORT 01/25/1996 --ANNUAL REPORT 01/03/1995 --ANNUAL REPORT 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 View image in PDF format View image in PDF format Florida Department of State, Division of Corporations https://search.sun biz. org/Inquiry/CorporationSearch/Search Resu ItDetai I? inqu irytype=Fei N u m ber&d irectionType=1 n itial&search NameOrder=590896138... 7/7 0 docusign Certificate Of Completion Envelope Id: 06706D5A-AE31-8256-8187-B67CC85460C2 Subject: Amendment No. 3 to RFQ 21-22-018 - Atkins Source Envelope: Document Pages: 162 Certificate Pages: 7 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-05:00) Eastern Time (US & Canada) Signatures: 13 Initials: 1 Stamps: 1 Status: Completed Envelope Originator: Luis Caseres 444 SW 2ND AVE, 5th Floor Miami, FL 33130 Icaseres@miamigov.com IP Address: 163.120.80.16 Record Tracking Status: Original 7/27/2026 2:31:44 PM Security Appliance Status: Connected Holder: Luis Caseres Icaseres@miamigov.com Pool: FedRamp Location: DocuSign Signer Events Signature Timestamp Luis Caseres Icaseres@miamigov.com Construction Procurement Assistant Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Fernando Ponassi fponassi@miamigov.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 6/22/2023 10:29:55 AM ID: 9680a065-18d6-429a-94be-ba887abead91 Annie Perez annieperez@miamigov.com Director Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Frank Gomez fgomez@miamigov.com Interim Risk Director Signing Group: Risk Management Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 6/13/2025 12:38:19 PM ID:be90c945-d1c0-471e-8d81-17061ca0da79 Completed Using IP Address: 138.43.105.128 Completed Using IP Address: 138.43.105.186 D000Signed by: may. C-54 3CA?68 , Signature Adoption: Pre -selected Style Using IP Address: 149.19.49.100 ,—Signed by: Fro& 1awlt A) '-27395C6318214E7... Signature Adoption: Pre -selected Style Using IP Address: 149.19.49.19 Sent: 7/27/2026 2:38:53 PM Viewed: 7/27/2026 2:39:03 PM Signed: 7/27/2026 2:39:21 PM Sent: 7/27/2026 2:39:27 PM Viewed: 7/27/2026 3:13:16 PM Signed: 7/27/2026 3:14:45 PM Sent: 7/27/2026 3:14:50 PM Resent: 7/29/2026 11:49:19 AM Resent: 7/31/2026 10:31:27 AM Resent: 8/3/2026 12:24:59 PM Viewed: 8/3/2026 12:30:12 PM Signed: 8/3/2026 12:30:32 PM Sent: 8/3/2026 12:30:37 PM Viewed: 8/3/2026 12:32:23 PM Signed: 8/3/2026 12:33:04 PM Signer Events Signature Timestamp Lai -Wan McGinnis Imcginnis@miamigov.com Capital Budget Administrator Signing Group: Capital Projects — Budget Review Group Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Marie Gouin MGouin@miamigov.com Director, Office of Management and Budget Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Nicholas R. Atkison NAtkison@miamigov.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 3/17/2026 2:04:47 PM ID:a523ad58-e805-42f1-b477-bc675ca83162 George K Wysong III gwysong@miamigov.com City Attorney Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Erica Paschal epaschal@miamigov.com Chief Financial Officer/Assistant City Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/14/2023 9:54:32 AM ID:3bc88215-edc0-43d8-936a-662c9c102a5f Asael Marrero amarrero@miamigov.com Assistant City Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Completed Using IP Address: 149.19.49.19 ,Signed by: \--5F6E831798C5495... Signature Adoption: Uploaded Signature Image Using IP Address: 163.120.80.16 rinitiai NO Signature Adoption: Pre -selected Style Using IP Address: 163.120.80.16 ,Signed by: �t bV9�t (AisatA.1 '-88776E9FE88248B... Signature Adoption: Pre -selected Style Using IP Address: 163.120.80.16 CDocuSigned by: eta je 5E85D50AB3B54BC... Signature Adoption: Pre -selected Style Using IP Address: 2600:387:15:2815::3 Signed using mobile DocuSigned by: COF4AD9AB03B45A... Signature Adoption: Uploaded Signature Image Using IP Address: 149.19.49.100 Sent: 8/3/2026 12:33:10 PM Resent: 8/5/2026 8:47:29 AM Resent: 8/7/2026 9:17:29 AM Resent: 8/11/2026 9:32:23 AM Resent: 8/14/2026 8:27:35 AM Viewed: 8/14/2026 9:50:01 AM Signed: 8/14/2026 9:52:33 AM Sent: 8/14/2026 10:12:43 AM Viewed: 8/14/2026 5:24:11 PM Signed: 8/14/2026 5:24:45 PM Sent: 8/14/2026 5:24:50 PM Resent: 8/17/2026 9:58:43 AM Resent: 8/19/2026 12:09:04 PM Resent: 8/19/2026 3:05:06 PM Viewed: 8/19/2026 3:15:55 PM Signed: 8/19/2026 4:31:04 PM Sent: 8/19/2026 4:31:11 PM Viewed: 8/19/2026 4:33:41 PM Signed: 8/19/2026 4:34:14 PM Sent: 8/19/2026 4:34:20 PM Viewed: 8/19/2026 4:41:52 PM Signed: 8/19/2026 4:42:06 PM Sent: 8/19/2026 4:42:13 PM Viewed: 8/21/2026 8:02:15 AM Signed: 8/21/2026 8:09:46 AM Signer Events Signature Timestamp Accepted: 6/23/2023 9:31:00 AM ID:09d1ab67-9d2c-4b56-bca8-009be6aae519 Natasha Colebrook -Williams ncolebrook-williams@miamigov.com Assistant City Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign James Reyes jareyes@miamigov.com City Manager City Of Miami Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Hannon, Todd thannon@miamigov.com City Clerk City of Miami Signing Group: CITY CLERK ATTESTATION Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 6/17/2025 2:57:18 PM ID:459d62f8-6b29-49cb-b98d-1599dcc98ebc Luis Caseres Icaseres@miamigov.com Construction Procurement Assistant Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sadie Brown sbrown@miamigov.com Security Level: Email, Account Authentication (None) p—DocuSigned by: N4444 C0,144004-14141.14 4f.4 848700975DEA41B... Signature Adoption: Pre -selected Style Using IPAddress: 149.19.41.27 c—Signed by: s--A68C256F2C6A478... Signature Adoption: Drawn on Device Using IPAddress: 138.43.101.81 cD//oo Sig''need�d by: �"' E46D7560DCF1459... Signature Adoption: Uploaded Signature Image Using IPAddress: 138.43.101.81 Completed Using IPAddress: 149.19.49.100 Signature Status Status Status Status Status COPIED Sent: 8/21/2026 8:09:51 AM Resent: 8/24/2026 8:32:25 AM Viewed: 8/24/2026 9:20:25 AM Signed: 8/24/2026 9:39:49 AM Sent: 8/24/2026 9:39:56 AM Viewed: 8/25/2026 3:18:34 PM Signed: 8/25/2026 3:19:31 PM Sent: 8/25/2026 3:19:41 PM Viewed: 8/25/2026 4:30:53 PM Signed: 8/25/2026 5:12:52 PM Sent: 8/25/2026 5:12:59 PM Viewed: 8/26/2026 8:49:48 AM Signed: 8/26/2026 8:50:07 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 8/3/2026 12:33:09 PM Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via Docusign Crystal Hoffman CAHoffman@Miamigov.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Marie Gouin mgouin@miamigov.com Leon Michel Imichel@miamigov.com AD Signing Group: Capital Projects - Budget Approver Group Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Martha Rodriguez marrodriguez@miamigov.com Sandra Gilbert sgilbert@miamigov.com Executive Assistant City Manager Signing Group: City Managers Office eNotary Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Martha Rodriguez marrodriguez@miamigov.com Sandra Gilbert sgilbert@miamigov.com Executive Assistant City Manager Signing Group: City Managers Office eNotary Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign COPIED COPIED COPIED COPIED Sent: 8/14/2026 9:52:38 AM Sent: 8/14/2026 10:12:45 AM Viewed: 8/14/2026 10:13:10 AM Sent: 8/24/2026 9:39:54 AM Sent: 8/25/2026 3:19:38 PM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 7/27/2026 2:38:53 PM Envelope Updated Security Checked 8/19/2026 3:05:02 PM Envelope Updated Security Checked 8/19/2026 3:05:02 PM Envelope Updated Security Checked 8/19/2026 3:05:03 PM Certified Delivered Security Checked 8/26/2026 8:49:48 AM Signing Complete Security Checked 8/26/2026 8:50:07 AM Completed Security Checked 8/26/2026 8:50:07 AM Payment Events Status Electronic Record and Signature Disclosure Timestamps Electronic Record and Signature Disclosure created on: 6/15/2023 8:45:09 AM Parties agreed to: Fernando Ponassi, Frank Gomez, Nicholas R. Atkison, Erica Paschal, Asael Marrero, Hannon, Todd ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Miami (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check -box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. 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Olivera, Rosemary From: Sent: To: Cc: Subject: Attachments: Caseres, Luis Wednesday, August 26, 2026 9:12 AM Hansen, Anthony; Ponassi Boutureira, Fernando; Perez, Annie; Darrington, Mario; McGinnis, Lai -Wan; Pope, Shedrick; Lima, Cristiane Fossler, Thomas; Hannon, Todd; Olivera, Rosemary; Gomez, Marta; Johnson, Antiwonesha; Atkison, Nicholas; Dubuisson, Fabiola; Badia, Hector Document Distribution - RFQ 21-22-018 - Capital Improvements Program Support Services - Atkinsrealis USA Inc. Amendment_No_3_to_RFQ_21-22-018_-_Atkins-Executed 08-25-2026.pdf Good morning, All: Lai -Wan: Attached for your records is a scanned copy of the document described below, which was duly executed by all appropriate parties. Thank you. Antiwonesha/Marta: You may now close this Matter ID 26-1651 Todd: Please find attached the fully executed copy of agreement that is to be considered an original agreement for your records. Document Type: First Party: Second Party: Program/Purpose: Effective Date: Best regards, Amendment No 3 City of Miami Atkinsrealis USA Inc. Capital Improvements Program Support Services 08/25/2026 LctiA.- Core - Construction Procurement Assistant City of Miami Department of Procurement 444 SW 2nd Avenue, 6th Floor, Miami, FL 33130 (305) 416-1923 g (305) 400-5335 ®Lcaseres©miamigov.com i "Serving, Enhancing, and Transforming our Community" CONFIDENTIAL COMMUNICATION The information contained in this transmission may contain privileged and confidential information. It is intended only for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. 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. 2