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City of Tamarac Resolution R-2022-138
Temp. Reso. #13862 December 14, 2022 Page 1 of 5 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R- 2022- �Sg A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, APPROVING CONTINUING SERVICES AGREEMENTS WITH SIXTEEN CHOSEN FIRMS FOR ARCHITECTURAL, ENGINEERING, LANDSCAPE ARCHITECT, AND SURVEYING SERVICES; AUTHORIZING THE EXECUTION OF THE CONTINUING SERVICES AGREEMENTS, PROVIDING FOR THE EXTENSION AND RENEWAL OF THE AGREEMENTS OR APPROVAL OF ASSIGNMENTS AND OTHER AMENDMENTS TO THE AGREEMENTS AND EXPENDITURE OF APPROPRIATED FUNDS BY THE CITY MANAGER OR APPROPRIATE CITY OFFICIALS; PROVIDING FOR CONFLICTS; PROVIDING FOR SCRIVENER ERRORS, PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Florida Statutes provide that municipalities shall have the governmental, corporate, and proprietary powers to enable them to conduct municipal government, perform municipal functions, and render municipal service, and exercise any power for municipal purposes, except when expressly prohibited by law; and WHEREAS, Article IV, Section 4.07 of the City Charter of the City of Tamarac ("City") empowers the City to adopt, amend, or repeal such ordinances and resolutions as may be required for the proper governing of the City; and WHEREAS, the City publicly advertised Request for Qualifications No. 22-01Q ("RFQ 22-01 Q") pursuant to the requirements of Section 287.055, Florida Statutes, titled the Consultants' Competitive Negotiation Act ("CCNA"), a copy of which is on file with the City Clerk, for Continuing Services Agreements ("Agreements") for Architectural, Engineering, Landscape Architect, and Surveying Services to be used Citywide for a 139650623.1 Temp. Reso. #13862 December 14, 2022 Page 2 of 5 period of up to six years on an "as needed" basis for a number of City capital projects, including but not limited to the List of Capital Improvement Projects or Studies provided in RFQ 22-01 Q as Attachment A, and included as Exhibit 1 of this Resolution; and WHEREAS, on April 7, 2022, the City of Tamarac received submittals from twenty- nine (29) firms in response to RFQ 22-01 Q; and WHEREAS, Section 6-146(b) of the Tamarac Procurement Code provides for the establishment of a Selection Advisory Committee ("SAC") for the evaluation of proposals and qualifications which are solicited pursuant to the CCNA; and WHEREAS, the SAC determined that the firms listed in Section 2 of this Resolution should be recommended for contract awards, and that Agreements be executed with each firm to provide continuing services for various disciplines as detailed in the attached Exhibit 2; and WHEREAS, it is the recommendation of the Acting Director of Public Services, the Director of Financial Services, and the Purchasing and Contracts Manager that the City enter into Agreements with each firm listed in Section 2 of this Resolution and that the appropriate City officials are authorized to execute, extend and renew such Agreements or approve assignments and other amendments to Agreements, and to expend budgeted funds on behalf of the City; and WHEREAS, the City Commission of the City of Tamarac, Florida, deems it to be in the best interest of the business owners, residents, and visitors of the City of Tamarac to approve the Agreements between the City and the firms listed in Section 2 of this Resolution, and to authorize the expenditure of budgeted funds to effectuate such 139650623.1 Temp. Reso. #13862 December 14, 2022 Page 3 of 5 Agreements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, THAT. - Section 1. The foregoing whereas clauses are ratified and confirmed as being true and correct, are the legislative and administrative findings of the City Commission and made a specific part of this Resolution; all exhibits referenced and attached hereto are incorporated herein and made a specific part of this Resolution. Section 2. The Agreements between the City of Tamarac and the following sixteen (16) firms are approved, and the City Manager or the appropriate City Officials are authorized to execute, extend or renew the Agreements or approve assignments and other amendments to the Agreements, and expend budgeted funds on behalf of the City: Avirom & Associates, Inc. Carnahan Proctor & Cross, Inc. Caufield & Wheeler, Inc. Chen Moore & Associates CPZ Architects, Inc. EAC Consulting, Inc. Eckler Engineering, Inc. Engenuity Group, Inc. EnviroDesign Associates, Inc. Hazen & Sawyer Kimley Horn & Associates, Inc. 139650623.1 Temp. Reso. #13862 December 14, 2022 Page 4 of 5 McMahon Associates, Inc. Miller Legg Stantec Consulting Services, Inc. Tetra Tech, Inc. Walters Zackria Associates, PLLC. Section 3. All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. Section 4. Any scrivener or typographical errors that do not affect intent may be corrected with notice to and authorization of the City Attorney and City Manager without further process. Section 5. If any clause, section, other part, or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. Section 6. This Resolution shall become effective immediately upon its passage and adoption. The remainder of this page is left blank intentionally" 139650623.1 Temp. Reso. #13862 December 14, 2022 Page 5 of 5 PASSED, ADOPTED AND APPROVED this 14th day of December 2022 ATTEST: __ 14" Lu L 1'uo - —. KIMBERLY DI' LON, CMC CITY CLERK J—.1/1 A 1 9 All - 2,e MIC ELLE J. GOM Z MAYOR RECORD OF COMMISSION VOTE MAYOR GOMEZ DIST 1: COMM. BOLTON J�5 DIST 2: COMM. WRIGHT DIST 3: COMM. VILLALOBOS DIST 4: COMM. DANIEL APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR THE USE AND RELIANCE OF THIS CITY OF TAMARAC ONLY. 139650623.1 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC AND AVIROM & ASSOCIATES, INC. THIS AGREEMENT is made and entered into this I4fkday of b6c0vtBelz- 202':-L-,and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and Avirom & Associates, Inc., a Florida corporation with principal offices located at 50 SW 2n' Avenue, Suite 102 Boca Raton, Florida 33432, (the "Consultant") to provide for "as needed" project task surveying services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01 Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: • Surveying Services 2.1.3 Consultant shall perform engineering/architectural/surveying services as detailed in the specific Work/Task Authorization agreement as approved by City. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a specific Task Authorization is provided in writing to Consultant by appropriate City award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division total term, Consultant agrees to extend this Agreement on a month -to -month basis until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements orjudgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and 22-01 Q - Continuing Services Agreements TAMARACf The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of 22-01 Q — Continuing Services Agreements TAMARAC 0*n- The City For Your Life City of Tamarac Purchasing and Contracts Division skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. Professional Liability (Errors and Omissions) Insurance: $1,000,000. 22-01 Q — Continuing Services Agreements TAMARAC .s�.• The City For Your Life City of Tamarac Purchasing and Contracts Division The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 22-01 Q — Continuing Services Agreements TAMA�RAC� The City For Your Life City of Tamarac Purchasing and Contracts Division 14. SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.1 Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.s No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01 Q — Continuing Services Agreements TAMA�RAC� .00 The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. 22 OWNERSHIP OF DOCUMENTS Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. 23. FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 24. NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01 Q — Continuing Services Agreements TARAC oon. The City For Your Life City of Tamarac Purchasing and Contracts Division With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: Mr. Michael D. Avirom, President Avirom & Associates. Inc. 50 SW 2n' Ave.. Suite 102 Boca Raton, Florida 33432 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-Consultant/sub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac and Contracts Division Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 27. CUSTODIAN OF RECORDS IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS 22-01 Q — Continuing Services Agreements TAMARAC .0-ti.� The City For Your Life City of Tamarac Purchasing and Contracts Division RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 28. FEDERALLY FUNDED GRANT PROJECTS When projects are funded by a grant provided by the United States Government, or when the CITY is a recipient of federal funding through a State or other governmental entity as a subrecipient, Consultant agrees to incorporate the requirements of Part 2 Code of Federal Regulations Appendix II enumerated in Attachment C "Requirements for Projects Funded by Federal Grants." Remainder of Page Intentionally Blank 22-01 Q - Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its City Manager, and CONSULTANT, signing by and through its President, duly authorized to execute same. -STAELISHED _ A,Oa :• SEEAL ' ATTEST Kim erly Dill n, CIVIC City Clerk t 2J 24��I z- Date ATTEST: Date .Z OF T leen Gunn, City Manager �1/1 6/22-- as to form and legal sufficiency: Hdrin, Jr., ity Attorney ►1 I � is 2'� Avirom & Associates, Inc. Co pany Name (Corporate Secretary) Signature A. 4 1/1 Zo �*\ Type/Print Name of Corporate Secy (CORPORATE SEAL) Michael D. Avirom Name of President /O/64/LZ Date 22-01 Q - Continuing Services Agreements STATE OF FLORIDA SS COUNTY OF PALM BEACH I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Michael D. Avirom of Avirom & Associates, Inc. a Florida Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this tday of JENNIFER SIMONEAUX MY COMMISSION # HH 058443 EXPIRES: January 13, 2025 'FpdFyq, Bonded 7tuu Notary Public Underwriters October , 20 22 - '�p 7 Siatdre of NotaryPublic State of Florida at Large Jennifer Simoneaux Print, Type or Stamp Name of Notary Public Personally known to me or ❑ Produced Identification Type of I.D. Produced DID take an oath, or ❑ DID NOT take an oath. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01 Q — Continuing Services Agreements s s � BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT# RFQ # 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/limited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31Y-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns. 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2 of 17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Belling. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE S. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at any time during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services under this Agreement (the "Commitment") for the scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedyfor Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to OESBD. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by OESBD) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9 of 17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK@TAMARAC.ORG, 7525 NW 88T" AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC 22 Kathleen Gunn, City Manager day of , 20_ I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 [FOR INDIVIDUAL] WITNESSES: Signature Print/Type Name Signature Print/Type Name [FOR CORPORATION] ATTEST: Secretary (Typed Name of Secretary) CORPORATE SEAL RFQ #22-01Q BCF #202 Addendum 7/14/2021 CONSULTANT By (Please Type Name) _ day of 20_ (Typed Name of Consultant/Firm) M President/Vice President (Typed Name and Title) Page 14 of 17 day of 20_ Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 15 of 17 City of Tamarac Kathleen Gunn, City Manager Date: Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Reimbursable I Maximum Reimbursable I Total Maximum Reimbursables: I I RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_] Project Title: [_] Facility Name: [_j No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmaliBusiness/Pages/Certification.aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: https://www.broward.org/EconDev/DoingBusiness/Pages/CertifiedFirmDire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement Q� The City For Your Life of Tamarac Purchasing and Contracts Division 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.orq/EconDev/SmallBusiness/Documents/SurtaxPr oiectsSeryices Intent.pdf 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.orq/EconDev/SmallBusiness/Documents/GoodFai thEffortsEvaluation.pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement City of Tamarac TA�MA�C The City For Your Life Purchasing and Contracts Division participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: https://www.broward.or-q/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/locaIcertificationprograms.aspx 22-01Q — Continuing Services Agreement TAMARA The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment B Schedule of Hourly Rates "IROM & ASSOCIATES, INC. `DISHED 196 SURVEYING & MAPPING Current Hourly Rates Principal $ 300.00/Hour Senior Professional Land Surveyor $ 175.00/Hour Professional Land Surveyor $ 150.00/Hour Project Manager $ 150.00/Hour Survey Crew (2 person) $ 160.00/Hour Survey Crew (3 person) $ 210.00/Hour GPS Field Crew w/ GPS receiver $ 175.00/Hour 3D Laser Scanning Crew w/ scanner $ 300.00/Hour CAD Technician $ 100.00/Hour 3D CAD Technician $ 125.00/Hour Senior CADD Technician $ 125.00/Hour Court Room/Deposition $ 300.00/Hour All Terrain/Track Vehicle $ 300.00/Day Boat with Go Devil motor $ 200.00/Day 1 UAS with Qualified Pilot and Visual Observer $ 400.00/Hour 1 Hydrographic Survey Crew with $3,750.00/Day Sounder, GPS & Boat (minimum 1 day required) All rates are on a portal-to-portal basis and will prevail for one year from the date of this contract. Overtime rates may apply after eight (8) working hours and/or weekends. Invoicing is based on work -in -progress or section complete basis. All invoices are due and payable in full upon receipt. Surveyor reserves the right to withhold certified prints and CAD files to client or client's consultants until payment is made in full. Invoices not questioned by the client within ten (10) days of receipt are assumed to be accepted for payment. If payment is not received within thirty (30) days of the invoice date, a late charge may be added to the invoice in an amount not to exceed one and one-half percent (1 1 /2%) per month on the outstanding balance. If payment is not received within forty-five (45) days of the invoice date, Surveyor may terminate this agreement or suspend work under the agreement until payments have been made in full. Client agrees to pay all cost of collection, including reasonable attorney's fees, should such action be required. We are recognized by the State of Florida Board of Land Surveyors and have registered under the provisions of Chapter 472. All services will be in accord with the standards set forth by the Florida Board of Land Surveyors. Our fir►n carries Professional Liability, Errors and Omissions Insurance and Workers' Compensation. Certificates of Insurance are available upon request. Contractor will be responsible for paying additional charges for special insurance requirements (i.e., additional insured endorsement forms other than the standard certificate, waiver of subrogation etc.). 50 SW 2" d Avenue, Suite 102 Boca Raton, Florida 33432 (561) 392-2594 www.aviromsurvey.com TAMARAC City of Tamarac The City For Your We Purchasing and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01 Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in §§ 200.317 through 200.327. In accordance with the requirements of this grant/s, the CITY shall maintain oversight to ensure that Consultants perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders 200.318 (c)(1) FEDERAL NON -CONFLICT a. The CITY maintains written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ FEDERAL GRANT REQUIREMENTS J City of Tamarac The City For Your We Purchasing and Contracts Division any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the CITY may neither solicit nor accept gratuities, favors, or anything of monetary value from Consultants or parties to subcontracts. However, non - Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the CITY. b. The CITY maintains written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the CITY is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. 4. 200.318 (d) AVOIDING ACQUISITION OF UNNECESSARY OR DUPLICATIVE ITEMS The CITY shall consider consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical approach. s. 200.318 (e) PROMOTE COST-EFFECTIVE USE OF SHARED SERVICES To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the CITY encourages entering into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. Competition requirements will be met with documented procurement actions using strategic sourcing, shared services, and other similar procurement arrangements. 6. 200.318 (f) SURPLUS PROPERTY The CITY encourages the use of Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. 200.318 (g) VALUE ENGINEERING The CITY encourages the use of value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at an overall lower cost. 8. 200.318 (h) RESPONSIBLE CONTRACTOR The CITY shall award contracts only to responsible Consultants possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as Consultant integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.214. s. 200.318 (i) HISTORY/METHODOLOGLY OF PROCUREMENT The CITY shall maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to, the following: Rationale for the method of procurement, selection of contract type, Consultant selection or rejection, and the basis for the contract price. FEDERAL GRANT REQUIREMENTS TAMARA� City of Tamarac The City For Your Life Purchasing and Contracts Division 10. 200.318 0) TIME -AND -MATERIALS CONTRACT The CITY may use a time -and -materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the Consultant exceeds at its own risk. Time -and -materials type contract means a contract whose cost to the CITY is the sum of: a. The actual cost of materials; and b. Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the Consultant for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the Consultant exceeds at its own risk. Further, if this methodology is utilized the CITY awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the Consultant is using efficient methods and effective cost controls. 11. 200.318 (k) The CITY alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the CITY of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the CITY unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 12. 200.319 COMPETITION a. All procurement transactions for the acquisition of property or services required under a Federal award must be conducted in a manner providing full and open competition consistent with the standards of this section and § 200,320. b. In order to ensure objective Consultant performance and eliminate unfair competitive advantage, Consultants that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: 1. Placing unreasonable requirements on firms in order for them to qualify to do business; 2. Requiring unnecessary experience and excessive bonding; 3. Noncompetitive pricing practices between firms or between affiliated companies; 4. Noncompetitive contracts to consultants that are on retainer contracts; 5. Organizational conflicts of interest; 6. Specifying only a "brand name" product instead of allowing "an equal' product to be offered and describing the performance or other relevant requirements of the procurement; and 7. Any arbitrary action in the procurement process. The CITY must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. d. The CITY has written procedures for procurement transactions. These procedures must ensure that all solicitations: 1. Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent" description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and 2. Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. e. The CITY has ensured that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the CITY has not precluded potential bidders from qualifying during the solicitation period. f. Noncompetitive procurements can only be awarded in accordance with 200,32M. 13. 200.320 Methods of procurement to be followed The CITY has documented procurement procedures, consistent with the standards of this section and §§ 200,317, 200,318, and 200319 for any of the following methods of procurement used for the acquisition of property or services required under a Federal award or sub -award. Informal procurement methods. When the value of the procurement for property or services under a Federal award does not exceed the simplified acquisition threshold (SA1), as defined in 4 2001, or a lower threshold established by the CITY, formal procurement methods are not required. The CITY may use informal procurement methods to expedite the completion of its transactions and minimize the associated administrative burden and cost. The informal methods used for procurement of property or services at or below the SAT include: 1. Micro -purchases — i. Distribution. The acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (See the definition of micro -purchase in § 200.1). To the maximum extent practicable, the CITY should distribute micro - purchases equitably among qualified suppliers. ii. Micro -purchase awards. Micro -purchases may be awarded without soliciting competitive price or rate quotations if the CITY considers the price to be reasonable based on research, experience, purchase history or other information and documents it FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division files accordingly. Purchase cards can be used for micro -purchases if procedures are documented and approved by the CITY. iii. Micro -purchase thresholds. The CITY is responsible for determining and documenting an appropriate micro -purchase threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. The micro -purchase threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. The CITY may establish a threshold higher than the Federal threshold established in the Federal Acquisition Regulations (FAR) in accordance with paragraphs (a)(1)(10 and W of this section. iv. CITY increase to the micro -purchase threshold up to $50,000. The CITY may establish a threshold higher than the micro -purchase threshold identified in the FAR in accordance with the requirements of this section. The CITY may self -certify a threshold up to $50,000 on an annual basis and must maintain documentation to be made available to the Federal awarding agency and auditors in accordance with § 200,334. The self -certification must include a justification, clear identification of the threshold, and supporting documentation of any of the following: A. A qualification as a low -risk auditee, in accordance with the criteria in 2, 00.520 for the most recent audit; ................ B. An annual internal institutional risk assessment to identify, mitigate, and manage financial risks; or, C. For public institutions, a higher threshold consistent with State law. V. The CITY may increase to the micro -purchase threshold over $50,000. Micro -purchase thresholds higher than $50,000 must be approved by the cognizant agency for indirect costs. The CITY must submit a request with the requirements included in paragraph a _1 _ IV of this section. The increased threshold is valid until there is a change in status in which the justification was approved. 2. Small purchases — i. Small purchase procedures. The acquisition of property or services, the aggregate dollar amount of which is higher than the micro -purchase threshold but does not exceed the simplified acquisition threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources as determined appropriate by the CITY. ii. Simplified acquisition thresholds. The CITY is responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk and its documented procurement procedures which must not exceed the threshold established in the FAR. When applicable, a lower simplified acquisition threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. b. Formal procurement methods. When the value of the procurement for property or services under a Federal financial assistance award exceeds the SAT, or a lower threshold established by the CITY, formal procurement methods are required. Formal procurement methods require following documented procedures. FEDERAL GRANT REQUIREMENTS TArVIARA City of Tamarac The City For Your Life Purchasing and Contracts Division Formal procurement methods also require public advertising unless a non- competitive procurement can be used in accordance with 2& 00.319 or paragraph (c) of this section. The following formal methods of procurement are used for procurement of property or services above the simplified acquisition threshold or a value below the simplified acquisition threshold the CITY determines to be appropriate: 1. Sealed bids. A procurement method in which bids are publicly solicited and a firm fixed -price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bids method is the preferred method for procuring construction, if the conditions. i. In order for sealed bidding to be feasible, the following conditions should be present: A. A complete, adequate, and realistic specification or purchase description is available; B. Two or more responsible bidders are willing and able to compete effectively for the business; and C. The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. ii. If sealed bids are used, the following requirements apply: A. Bids must be solicited from an adequate number of qualified sources, providing them sufficient response time prior to the date set for opening the bids, for local, and tribal governments, the invitation for bids must be publicly advertised; B. The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; C. All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; D. A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of; and E. Any or all bids may be rejected if there is a sound documented reason. 2. Proposals. A procurement method in which either a fixed price or cost - reimbursement type contract is awarded. Proposals are generally used when conditions are not appropriate for the use of sealed bids. They are awarded in accordance with the following requirements: i. Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Proposals must be solicited from an adequate number of qualified offerors. Any FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division response to publicized requests for proposals must be considered to the maximum extent practical; ii. The CITY has a written method for conducting technical evaluations of the responsible proposals received and making selections; iii. Contracts must be awarded to the responsible offeror whose proposal is most advantageous to the CITY, with price and other factors considered; and iv. The CITY may use competitive proposal procedures for qualifications -based procurement of architectural/engineering (A/E) professional services whereby offeror's qualifications are evaluated and the most qualified offeror is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms that are a potential source to perform the proposed effort. C. Noncompetitive procurement. There are specific circumstances in which noncompetitive procurement can be used. Noncompetitive procurement can only be awarded if one or more of the following circumstances apply: 1. The acquisition of property or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (see paragraph (a)(1) of this section); 2. The item is available only from a single source; 3. The public exigency or emergency for the requirement will not permit a delay resulting from publicizing a competitive solicitation; 4. The Federal awarding agency or pass -through entity expressly authorizes a noncompetitive procurement in response to a written request from the CITY; or 5. After solicitation of a number of sources, competition is determined inadequate. 14. 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. a. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; C. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; FEDERAL GRANT REQUIREMENTS TAMARA City of Tamarac The City For Your Life Purchasing and Contracts Division d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 15. 200.322 Domestic preferences for procurements (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) a. As appropriate and to the extent consistent with law, the CITY, to the greatest extent practicable under a Federal award, will provide a preference and encourages the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this award. b. For purposes of this section: 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. 2. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 16. 200.322 Procurement of recovered materials (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) The CITY encourages and the Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. 200.324 Contract cost and price a. The CITY has performed a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the CITY has made independent estimates before receiving bids or proposals. b. The CITY shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where 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. C. Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the CITY under subpart E of this part. The FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your We Purchasing and Contracts Division CITY may reference its own cost principles that comply with the Federal cost principles. d. The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 18. 200.325 Federal awarding agency or pass -through entity review a. The CITY will make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the CITY desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. b. The CITY shall make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: 1. The CITY's procurement procedures or operation fails to comply with the procurement standards in this part; 2. The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; 3. The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; 4. The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or 5. A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. C. The CITY would be exempt from the pre -procurement review in paraaraQb (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. 1. The CITY may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third -party contracts are awarded on a regular basis; 2. The CITY may self -certify its procurement system. Such self -certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the CITY that it is complying with these standards. The CITY must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 19. 200.326 Bonding Requirements For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may FEDERAL GRANT REQUIREMENTS TAMARA ON of Tamarac The City For Your Life Purchasing and Contracts Division accept the bonding policy and requirements of the CITY provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: a. A bid guarantee from each bidder equivalent to five percent (5%) of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. b. A performance bond on the part of the Consultant for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's requirements under such contract. C. A payment bond on the part of the Consultant for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 20. 200.327 Contract provisions The CITY's contracts shall contain the applicable provisions described in appendix II to this part. Remainder of Page Intentionally Blank 10 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your We Purchasing and Contracts Division Appendix II of 2 CFR 200 Consultant agrees to all Provisions shown below under Appendix 11 of 2 CFR 200 as sections which are hereby incorporated in this Agreement for projects utilizing Federal Grant Funding: FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES The CITY and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance. It is further agreed that the clause shall not be modified, except to identify the sub -Consultant who will be subject to its provisions. 2. ACCESS BY THE GRANTEE, SUBGRANTEE, FEDERAL GRANTOR AGENCY AND COMPTROLLER GENERAL The Consultant shall allow access by the grantee, sub grantee, Federal grantor agency and Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultantwhich are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts and transcriptions. EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (All construction contracts awarded in excess of $10,000 by grantees and their Consultants or subgrantees). All Consultants and sub -Consultants performing work in connection with this Contract shall provide equal opportunity for employment because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in a conspicuous place available for employees and applicants for employment, such notices as may be required by any authority having jurisdiction over the Work setting forth the provisions of the nondiscrimination law. 4. DAVIS-BACON & RELATED ACTS — This requirement shall not apply to work performed by Consultant under this Agreement, however, Consultant may be required to include requirements for adherence to these statutes when developing Scope of Work / Specification documents for a federally funded project requiring construction, alteration or repair of public buildings or public works. If construction, alteration or repair of public buildings or public works project is funded or assisted under one or more Federal statutes, the Davis -Bacon prevailing wage provisions may apply to the project if any of the applicable statutes requires payment of Davis -Bacon wage rates. 11 FEDERAL GRANT REQUIREMENTS `fAMARAC City of Tamarac The City For Your We Purchasing and Contracts Division a. Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In accordance with the statute, Consultant must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must be required to pay wages not less than once a week. b. The Davis -Bacon Act requires that each contract over $2,000 to which the United States or the District of Columbia is a party for the construction, alteration, or repair of public buildings or public works shall contain a clause setting forth the minimum wages to be paid to various classes of laborers and mechanics employed under the contract. Under the provisions of the Act, Consultants or their sub -Consultants are to pay workers employed directly upon the site of the work no less than the locally prevailing wages and fringe benefits paid on projects of a similar character. C. In addition to the Davis -Bacon Act itself, Congress has added prevailing wage provisions to approximately 60 statutes which assist construction projects through grants, loans, loan guarantees, and insurance. These "related Acts" involve construction in such areas as transportation, housing, air and water pollution reduction, and health. Davis -Bacon wage determinations are to be used in accordance with the provisions of Regulations, 29 CFR Part 1, Part 3, and Part 5. COPELAND ANTI -KICKBACK ACT. a. The Consultant shall comply with 18 U.S.C. § 874, 40 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. Consultant must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. City must report all suspected or reported violations to the Federal awarding agency. b. Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clause above and such other clauses as the FEMA or other administering Federal agency may by appropriate instructions require, and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for the compliance by any sub -Consultant or lower tier sub -Consultant with all of these contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a Consultant and sub -Consultant as provided in 29 C.F.R. § 5.12. 6. CONTRACT WORK HOURS AND SAFETY STANDARDS. The Consultant shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702-3704) as supplemented by Department of Labor regulations (29 CFR Part 5). "Compliance with the Contract Work Hours and Safety Standards Act." a. (1) Overtime requirements. No Consultant or sub -Consultant 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 12 FEDERAL GRANT REQUIREMENTS J City of Tamarac The City For Your We Purchasing and Contracts Division hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. b. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the Consultant and any sub -Consultant responsible therefor shall be liable for the unpaid wages. In addition, such Consultant and sub -Consultant shall be liable to the United States (in the case of 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 (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. C. (3) Withholding for unpaid wages and liquidated damages. The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or sub -Consultant under any such contract or any other federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or sub - Consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. d. (4) Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for compliance by any sub -Consultant or lower tier sub -Consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section." FEDERAL CLEAN AIR AND WATER ACTS Consultant agrees to 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 Act as amended (33 U.S.C. 1251-1387), and will report violations to the applicable federal administrating agency and the Regional Office of the Environmental Protection Agency (EPA). DHS SEAL, LOGO, AND FLAGS. Consultant shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific federal pre -approval. SUSPENSION AND DEBARMENT. a. Non-federal entities are subject to the non -procurement debarment and suspension regulations implementing Executive Orders 12549 and 12689, 2 CFR part 180. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs or activities. 13 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division b. If the resulting contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Consultant 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). C. The Consultant 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. d. This certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant 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 City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. e. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. ADMINISTRATIVE, CONTRACTUAL, OR LEGAL REMEDIES If Consultant fail to perform to the satisfaction of the City any material requirement of the contract or is in violation of a material provision of the contract, the City shall provide written notice to the Consultant requesting that the breach or noncompliance be remedied within a set time frame outlined -in the contract. In the event that a dispute, if any, arises between City and Consultant relating to this Agreement, performance or compensation hereunder, Consultant shall continue to render service in full compliance with all terms and conditions of the resulting agreement as interpreted by City regardless of such dispute. Unless otherwise provided for in the resulting agreement, all claims, counter- claims, disputes and other matters in question between the City and the Contractor, arising out of or relating to the resulting agreement, or the breach of it, will be first forwarded to the City Manager, the parties agree to reasonably negotiate the for resolution of the matter, upon failure of said negotiations to resolve the dispute, the parties may present the matter to a court of competent jurisdiction. 11. RIGHTS TO INVENTIONS Consultant agrees that if this Agreement results in any copyrightable materials or inventions, the Federal Government reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the copyright of said materials or inventions for Federal Government purposes. 12. NO OBLIGATION BY THE FEDERAL GOVERNMENT The federal government is not a party to this contract and is not subject to any obligations or liabilities to the CITY, contractor, or any other party pertaining to any matter resulting from the contract. 13. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS This is an acknowledgement that federal financial assistance will be used to fund the Agreement only. Consultant will comply with all applicable federal law, regulations, 14 FEDERAL GRANT REQUIREMENTS It R MARA City of Tamarac The City For Your Life Purchasing and Contracts Division executive orders, policies, procedures, and directives. 14. FRAUDULENT STATEMENTS Consultant acknowledges that 31 U.S.C. Chap. 38 applies to Contractor's actions pertaining to this Agreement. 15. ANTI -LOBBYING. Consultants 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. This provision is applicable to all Federal -aid construction contracts and to all related sub -contracts which exceed $100,000 (49 CFR 20). The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. d. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. 16. RECYCLED PRODUCTS / RECOVERED MATERIALS The Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), 15 FEDERAL GRANT REQUIREMENTS iAMIARA City of Tamarac The City For Your We Purchasing and Contracts Division including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT Consultant shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 18. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. f. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; g. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; h. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; i. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; j. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 19. REPORTING & RETENTION OF RECORDS Pursuant to 44 CFR 13.36(i)(7), Consultant shall comply with federal requirements and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide the U.S. Department of Housing and Urban Development, the applicable federal Administrator, the Comptroller General of the United States, or any of their authorized representative access to any books, documents, papers, and records of Consultant which are directly pertinent to this contract for the purpose of making audits, examinations, excerpts, and transcriptions. Also, both Parties agree to provide applicable federal Administrator or his authorized representative access to construction or other work sites pertaining to the work being completed under the Agreement. Notwithstanding any other requirement set forth in this solicitation or the resulting agreement, all required records shall be retained for at minimum three (3) years after final payments and all other pending matters are closed. 20. PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES Prohibitions: Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an 16 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your We Purchasing and Contracts Division executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. Unless an exception applies, the Consultant and its sub -Consultants may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (iii) Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. a. Exceptions: This Section does not prohibit Consultant from providing: (i) A service that connects to the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or (ii) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. By necessary implication and regulation, the prohibitions also do not apply to: (i) Covered telecommunications equipment or services that: i. Are not used as a substantial or essential component of any system; and ii. Are not used as critical technology of any system. (ii) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. b. Reporting requirement: In the event Consultant identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Consultant is notified of such by a sub -Consultant at any tier or by any other source, the Consultant shall report the information required of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. The Consultant shall report the following information: (i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within ten (10) business days of submitting the information required of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Consultant shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. The Consultant shall insert the substance of this clause, including this in all subcontracts and other contractual instruments. C. Domestic Preference for Procurements: As appropriate, and to the extent 17 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division consistent with law, the Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 21. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS If applicable, the Consultant grants to City, a paid -up, royalty -free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract, Consultant will identify such data and grant to the City or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this contract, Consultant will deliver to the Consultant data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by Contractor. 22. PERSONALLY, IDENTIFIABLE INFORMATION In accordance with 2 C.F.R. §200.303, regarding internal controls of a non -Federal entity, Consultant must guarantee the protection of all Personally Identifiable Information (PII) obtained. The program will enact necessary measures to ensure PII of all applicants is safeguarded as to avoid release of private information. If a Consultant or employee should experience any loss or potential loss of PII, the City shall be notified immediately of the breach or potential breach. 23. RIGHTS IN DATA Except if otherwise agreed to in writing, the City shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Consultant pursuant to the terms of this solicitation, including but not limited to reports, memoranda or letters concerning the research and reporting tasks required. 24. AFFIRMATIVE SOCIOECONOMIC STEPS If subcontracts are to be let, Consultant is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. 25. INSPECTION AND ACCEPTANCE The City has the right to review, require correction, if necessary, and accept the work 18 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division products produced by the Contractor. Such review(s) shall be carried out within thirty (30) days so as to not impede the work of the Contractor. Any product of work shall be deemed accepted as submitted if the City does not issue written comments and/or required corrections within thirty (30) days from the date of receipt of such product from the Contractor. The Consultant shall make any required corrections promptly at no additional charge and return a revised copy of the product to the City within seven (7) days of notification or a later date if extended by the City. Failure by the Consultant to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the City may terminate the resulting contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 26. DOCUMENTATION OF COSTS All costs shall be supported by properly executed payrolls, time records, invoices, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents, pertaining in whole or in part to the Agreement, shall be clearly identified and regularly accessible. 27. INCREASING SEAT BELT USE IN THE UNITED STATES. Pursuant to Executive Order 13043, 62 FIR 19217 (Apr. 18, 1997), Consultantis encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company -owned, rented or personally owned vehicles. 28. REDUCING TEXT MESSAGING WHILE DRIVING Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant 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. 29. DISCRIMINATION PROHIBITED. Statutes and regulations prohibiting discrimination which may be applicable to the resulting agreement include, without limitation, the following: a. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; b. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; C. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and e. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 19 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your We Purchasing and Contracts Division 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. so. DRUG FREE WORKPLACE This certification is required by the regulations implementing Sections 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 USC 701 et seq.), 7 CFR Part 3017, Subpart F, Section 3017-600, Purpose. The January 31, 1989, regulations were amended and published as Part II of the May 25, 1990 Federal Register (pages 21681-21691). 31. PROHIBITION OF GRATUITIES By submission for this solicitation, the Consultant certifies that no employee has or shall benefit financially or materially from such submission or subsequent contract. Any contract issued as a result of this solicitation may be terminated at such time as it is determined that gratuities of any kind were either offered or received by any of the aforementioned persons. Agreed to and incorporated into Consultant's Continuing Services Agreement #22-01 Q Avirom & Associates, Inc. Companv Name Signature of Authorized Representative Michael D. Avirom / President Type/Print Name of Authorized Representative November 23, 2022 Date 20 FEDERAL GRANT REQUIREMENTS TAMARAC The City For Your Life Cif y of 1 -�; io/ aG Purchasing and Contracts Division AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC . IX CARNAHAN PROCTOR & CROSS, INC. THIS AGREEMENT is made and entered into this 101-day of11---dV 202:�?—and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and Carnahan Proctor and Cross, Inc., a Florida corporation with principal offices located at 814 S. Military Trail, Deerfield Beach, Florida 33442, (the "Consultant") to provide for "as needed" project task services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01 Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: • Civil Engineering • Construction Project Management 2.1.3 Consultant shall perform engineering/architectural/surveying services as detailed in the specific Work/Task Authorization agreement as approved by City. 22-01 Q - Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a specific Task Authorization is provided in writing to Consultant by appropriate City award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division total term, Consultant agrees to extend this Agreement on a month -to -month basis until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. Professional Liability (Errors and Omissions) Insurance: $1,000,000 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 14. SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.1 Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.5 No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. 22 OWNERSHIP OF DOCUMENTS Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. 23. FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 24. NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamatac Putchasing and Contracts Division With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: Mr. Gregory Proctor, PE, President Carnahan, Proctor & Cross, Inc. 814 S. Military Trail Deerfield Beach, Florida 33442 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-Consultant/sub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 27. CUSTODIAN OF RECORDS IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 28. FEDERALLY FUNDED GRANT PROJECTS When projects are funded by a grant provided by the United States Government, or when the CITY is a recipient of federal funding through a State or other governmental entity as a subrecipient, Consultant agrees to incorporate the requirements of Part 2 Code of Federal Regulations Appendix II enumerated in Attachment C "Requirements for Projects Funded by Federal Grants." Remainder of Page Intentionally Blank 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Taltlwac flw(,hasing and Conhauts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its City Manager, and CONSULTANT, signing by and through its President, duly authorized to execute same. -) ATTEST: Kimberly Dilloni, CIVIC City Clerk Date ATTEST: 6�) (Corporate Secretary) Gregory Proctor, PE, Secretary Type/Print Name of Corporate Secy (CORPORATE SEAL) s.. ITY OF T leen Gunn, City Ma Date Approke�kas to form qnd legal sufficiency: 'Jr.� CitylAttorney Carnahan, Proctor 4t Cross, Inc. Company Name Signature Gregory Proctor, PE, President Name of President �7Z,76C 4,'- 1, Zozz Date 22-01 Q - Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF FLORIDA SS COUNTY OF BROWARD I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Gregg Proctor olCarnahan, Proctor and Cross a Florida Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. .0 1 WITNESS my hand and official seal this day of Oc�o>ec , 20Z-4 """' AR MIELA VASQUEZ �W�L .�.X"• •� -� °�6;Notary Public -State of Florida Signature of Notary'Public �� CommissionState of Florida at Large My Commisssionn ExpiresExpires g ,rune 10, 2026 FLORIDA Mariela Vasauez Print, Type or Stamp Name of Notary Public Personally known to me or ❑ Produced Identification Type of I.D. Produced ❑ DID take an oath, or ❑ DID NOT take an oath. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01 Q — Continuing Services Agreements rr AsD i L 9 R 1 6 A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT#, RFQ # 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/limited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31Y2-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2 of 17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Billing. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE 5. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at any time during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services under this Agreement (the "Commitment") for the scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedy for Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to OESBD. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by OESBD) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9 of 17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK@TAMARAC.ORG, 7525 NW 88TH AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its _ , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC Kathleen Gunn, City Manager day of , 20 I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 [FOR INDIVIDUAL] WITNESSES: Signature Print/Type Name Signature Print/Type Name [FOR CORPORATION] ATTEST: Secretary (Typed Name of Secretary) CORPORATE SEAL RFQ #22-01Q BCF #202 Addendum 7/14/2021 CONSULTANT a (Please Type Name) day of 20_ (Typed Name of Consultant/Firm) 0 President/Vice President (Typed Name and Title) day of 20_ Page 14 of 17 Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 City of Tamarac Kathleen Gunn, City Manager Date: Page 15 of 17 Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Reimbursable I Maximum Reimbursable I I Total Maximum Reimbursables: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_] Project Title: [_] Facility Name: [_] No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing and Contlacts Division Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmallBusiness/Pages/Certification aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: https://www.broward.org/EconDev/DoingBusiness/Pages/Certified Firm Dire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of 7amarac Piimhasiny and Contracts Division 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.org/EconDev/SmallBusiness/Documents/SurtaxPr ojectsServicesIntent.Of 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.org/EconDev/SmallBusiness/Documents/GoodFai thEfforts Eva Iuation.pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing aild Contracts Division participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: https://www.broward.orq/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/localcertificationprograms.aspx 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment 6 Schedule of Hourly Rates CARNAHAN PROCTOR B CROBs . Exhibit "B" Carnahan Proctor and Cross, Inc. HOURLY RATE SCHEDULE Senior Principal $ 300.00 Principal $ 290.00 Director of Engineering $ 265.00 Senior Transportation Engineer $ 220.00 Senior Engineering Project Manager $ 205.00 Senior Engineer $ 185.00 Senior Survey Project Manager $ 175.00 Engineering Project Manager $ 165.00 Senior Project Engineer $ 160.00 Survey Project Manager $ 155.00 Project Surveyor $ 150.00 Senior Project Biologist $ 145.00 Certified Arborist $ 135.00 Environmental Compliance Inspector $ 125.00 Project Engineer $ 125.00 Senior Planner $ 120.00 Senior Landscape Architect $ 120.00 Engineer $ 115.00 Project Biologist $ 115.00 Senior CAD Technician $ 105.00 Planner $ 100.00 Landscape Architect $ 100.00 Arborist $ 95.00 Engineering Intern $ 95.00 CAD Technician $ 85.00 Senior Inspector $ 115.00 Inspector $ 90.00 Administrative Assistant $ 75.00 Field Survey/SUE Crew (3-person) $ 200.00 Field Survey/SUE Crew (2-person) $ 155.00 High Definition Laser Scan Crew $ 250.00 Aerial Drone Crew $ 150.00 Expert Witness (Prep and Testimony) $ 300.00 814 S. Military Trail, Deerfield Beach, FL 33442 Tel: 954.972.3959 Fax: 954.972.4178 CIVIL ENGINEERING GEOMATICS/SURVEY CONSTRUCTION SERVICES www.cpc-eng.com TAMARAC City of Tamarac The City For Your We Purchasing and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01 Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in §§ 200.317 through 200.327. In accordance with the requirements of this grant/s, the CITY shall maintain oversight to ensure that Consultants perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders 3. 200.318 (c)(1) FEDERAL NON -CONFLICT a. The CITY maintains written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ FEDERAL GRANT REQUIREMENTS TAMARA City of Tamarac The City For Your Life Purchasing and Contracts Division any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the CITY may neither solicit nor accept gratuities, favors, or anything of monetary value from Consultants or parties to subcontracts. However, non - Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the CITY. b. The CITY maintains written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the CITY is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. 4. 200.318 (d) AVOIDING ACQUISITION OF UNNECESSARY OR DUPLICATIVE ITEMS The CITY shall consider consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical approach. s. 200.318 (e) PROMOTE COST-EFFECTIVE USE OF SHARED SERVICES To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the CITY encourages entering into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. Competition requirements will be met with documented procurement actions using strategic sourcing, shared services, and other similar procurement arrangements. 6. 200.318 (f) SURPLUS PROPERTY The CITY encourages the use of Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. 200.318 (g) VALUE ENGINEERING The CITY encourages the use of value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at an overall lower cost. s. 200.318 (h) RESPONSIBLE CONTRACTOR The CITY shall award contracts only to responsible Consultants possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as Consultant integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.214. 200.318 (i) HISTORY/METHODOLOGLY OF PROCUREMENT The CITY shall maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to, the following: Rationale for the method of procurement, selection of contract type, Consultant selection or rejection, and the basis for the contract price. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 10. 200.318 0) TIME -AND -MATERIALS CONTRACT The CITY may use a time -and -materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the Consultant exceeds at its own risk. Time -and -materials type contract means a contract whose cost to the CITY is the sum of: a. The actual cost of materials; and b. Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the Consultant for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the Consultant exceeds at its own risk. Further, if this methodology is utilized the CITY awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the Consultant is using efficient methods and effective cost controls. 11. 200.318 (k) The CITY alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the CITY of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the CITY unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 12. 200.319 COMPETITION a. All procurement transactions for the acquisition of property or services required under a Federal award must be conducted in a manner providing full and open competition consistent with the standards of this section and 200.320. b. In order to ensure objective Consultant performance and eliminate unfair competitive advantage, Consultants that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: 1. Placing unreasonable requirements on firms in order for them to qualify to do business; 2. Requiring unnecessary experience and excessive bonding; 3. Noncompetitive pricing practices between firms or between affiliated companies; 4. Noncompetitive contracts to consultants that are on retainer contracts; 5. Organizational conflicts of interest; 6. Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and 7. Any arbitrary action in the procurement process. C. The CITY must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. d. The CITY has written procedures for procurement transactions. These procedures must ensure that all solicitations: 1. Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent' description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and 2. Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. e. The CITY has ensured that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the CITY has not precluded potential bidders from qualifying during the solicitation period. f. Noncompetitive procurements can only be awarded in accordance with 200.320(c). 13. 200.320 Methods of procurement to be followed The CITY has documented procurement procedures, consistent with the standards of this section and §§ 200.317, 200.318, and 200.319 for any of the following methods of procurement used for the acquisition of property or services required under a Federal award or sub -award. Informal procurement methods. When the value of the procurement for property or services under a Federal award does not exceed the simplified acquisition threshold (SAT), as defined in 200.1, or a lower threshold established by the CITY, formal procurement methods are not required. The CITY may use informal procurement methods to expedite the completion of its transactions and minimize the associated administrative burden and cost. The informal methods used for procurement of property or services at or below the SAT include: 1. Micro -purchases — i. Distribution. The acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (See the definition of micro -purchase in 200.1). To the maximum extent practicable, the CITY should distribute micro - purchases equitably among qualified suppliers. ii. Micro -purchase awards. Micro -purchases may be awarded without soliciting competitive price or rate quotations if the CITY considers the price to be reasonable based on research, experience, purchase history or other information and documents it FEDERAL GRANT REQUIREMENTS TAMAiRAC City of Tamarac The City For Your Life Purchasing and Contracts Division files accordingly. Purchase cards can be used for micro -purchases if procedures are documented and approved by the CITY. iii. Micro -purchase thresholds. The CITY is responsible for determining and documenting an appropriate micro -purchase threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. The micro -purchase threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. The CITY may establish a threshold higher than the Federal threshold established in the Federal Acquisition Regulations (FAR) in accordance with paragraphs (a)(1)(iv) and (v) of this section. iv. CITY increase to the micro -purchase threshold up to $50,000. The CITY may establish a threshold higher than the micro -purchase threshold identified in the FAR in accordance with the requirements of this section. The CITY may self -certify a threshold up to $50,000 on an annual basis and must maintain documentation to be made available to the Federal awarding agency and auditors in accordance with 200.334. The self -certification must include a justification, clear identification of the threshold, and supporting documentation of any of the following: A. A qualification as a low -risk auditee, in accordance with the criteria in 200.520 for the most recent audit; B. An annual internal institutional risk assessment to identify, mitigate, and manage financial risks; or, C. For public institutions, a higher threshold consistent with State law. V. The CITY may increase to the micro -purchase threshold over $50,000. Micro -purchase thresholds higher than $50,000 must be approved by the cognizant agency for indirect costs. The CITY must submit a request with the requirements included in paragraph a 1 iv of this section. The increased threshold is valid until there is a change in status in which the justification was approved. 2. Small purchases — i. Small purchase procedures. The acquisition of property or services, the aggregate dollar amount of which is higher than the micro -purchase threshold but does not exceed the simplified acquisition threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources as determined appropriate by the CITY. ii. Simplified acquisition thresholds. The CITY is responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk and its documented procurement procedures which must not exceed the threshold established in the FAR. When applicable, a lower simplified acquisition threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. b. Formal procurement methods. When the value of the procurement for property or services under a Federal financial assistance award exceeds the SAT, or a lower threshold established by the CITY, formal procurement methods are required. Formal procurement methods require following documented procedures. FEDERAL GRANT REQUIREMENTS TAMARA City of Tamarac The City For Your Life Purchasing and Contracts Division Formal procurement methods also require public advertising unless a non- competitive procurement can be used in accordance with 200.319 or paragraph (c) of this section. The following formal methods of procurement are used for procurement of property or services above the simplified acquisition threshold or a value below the simplified acquisition threshold the CITY determines to be appropriate: 1. Sealed bids. A procurement method in which bids are publicly solicited and a firm fixed -price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bids method is the preferred method for procuring construction, if the conditions. i. In order for sealed bidding to be feasible, the following conditions should be present: A. A complete, adequate, and realistic specification or purchase description is available; B. Two or more responsible bidders are willing and able to compete effectively for the business; and C. The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. ii. If sealed bids are used, the following requirements apply: A. Bids must be solicited from an adequate number of qualified sources, providing them sufficient response time prior to the date set for opening the bids, for local, and tribal governments, the invitation for bids must be publicly advertised; B. The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; C. All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; D. A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of; and E. Any or all bids may be rejected if there is a sound documented reason. 2. Proposals. A procurement method in which either a fixed price or cost - reimbursement type contract is awarded. Proposals are generally used when conditions are not appropriate for the use of sealed bids. They are awarded in accordance with the following requirements: i. Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Proposals must be solicited from an adequate number of qualified offerors. Any FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division response to publicized requests for proposals must be considered to the maximum extent practical; ii. The CITY has a written method for conducting technical evaluations of the responsible proposals received and making selections; iii. Contracts must be awarded to the responsible offeror whose proposal is most advantageous to the CITY, with price and other factors considered; and iv. The CITY may use competitive proposal procedures for qualifications -based procurement of architectural/engineering (A/E) professional services whereby offeror's qualifications are evaluated and the most qualified offeror is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms that are a potential source to perform the proposed effort. C. Noncompetitive procurement. There are specific circumstances in which noncompetitive procurement can be used. Noncompetitive procurement can only be awarded if one or more of the following circumstances apply: 1. The acquisition of property or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (see paragraph (a)(1) of this section); 2. The item is available only from a single source; 3. The public exigency or emergency for the requirement will not permit a delay resulting from publicizing a competitive solicitation; 4. The Federal awarding agency or pass -through entity expressly authorizes a noncompetitive procurement in response to a written request from the CITY; or 5. After solicitation of a number of sources, competition is determined inadequate. 14. 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. a. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; C. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 15. 200.322 Domestic preferences for procurements (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) a. As appropriate and to the extent consistent with law, the CITY, to the greatest extent practicable under a Federal award, will provide a preference and encourages the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this award. b. For purposes of this section: 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. 2. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 16. 200.322 Procurement of recovered materials (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) The CITY encourages and the Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. 200.324 Contract cost and price a. The CITY has performed a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the CITY has made independent estimates before receiving bids or proposals. b. The CITY shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where 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. C. Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the CITY under subpart E of this part. The FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division CITY may reference its own cost principles that comply with the Federal cost principles. d. The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 18. 200.325 Federal awarding agency or pass -through entity review a. The CITY will make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the CITY desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. b. The CITY shall make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: 1. The CITY's procurement procedures or operation fails to comply with the procurement standards in this part; 2. The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; 3. The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; 4. The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or 5. A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. C. The CITY would be exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. 1. The CITY may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third -party contracts are awarded on a regular basis; 2. The CITY may self -certify its procurement system. Such self -certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the CITY that it is complying with these standards. The CITY must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 19. 200.326 Bonding Requirements For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasinq and Contracts Division accept the bonding policy and requirements of the CITY provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: a. A bid guarantee from each bidder equivalent to five percent (5%) of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. b. A performance bond on the part of the Consultant for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's requirements under such contract. C. A payment bond on the part of the Consultant for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 20. 200.327 Contract provisions The CITY's contracts shall contain the applicable provisions described in appendix II to this part. Remainder of Page Intentionally Blank 10 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Appendix II of 2 CFR 200 Consultant agrees to all Provisions shown below under Appendix II of 2 CFR 200 as sections which are hereby incorporated in this Agreement for projects utilizing Federal Grant Funding: FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES The CITY and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance. It is further agreed that the clause shall not be modified, except to identify the sub -Consultant who will be subject to its provisions. 2. ACCESS BY THE GRANTEE, SUBGRANTEE, FEDERAL GRANTOR AGENCY AND COMPTROLLER GENERAL The Consultant shall allow access by the grantee, sub grantee, Federal grantor agency and Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultantwhich are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts and transcriptions. 3. EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (All construction contracts awarded in excess of $10,000 by grantees and their Consultants or subgrantees). All Consultants and sub -Consultants performing work in connection with this Contract shall provide equal opportunity for employment because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in a conspicuous place available for employees and applicants for employment, such notices as may be required by any authority having jurisdiction over the Work setting forth the provisions of the nondiscrimination law. 4. DAVIS-BACON & RELATED ACTS — This requirement shall not apply to work performed by Consultant under this Agreement, however, Consultant may be required to include requirements for adherence to these statutes when developing Scope of Work / Specification documents for a federally funded project requiring construction, alteration or repair of public buildings or public works. If construction, alteration or repair of public buildings or public works project is funded or assisted under one or more Federal statutes, the Davis -Bacon prevailing wage provisions may apply to the project if any of the applicable statutes requires payment of Davis -Bacon wage rates. 11 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your L$re Purchasing and Contracts Division a. Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In accordance with the statute, Consultant must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must be required to pay wages not less than once a week. b. The Davis -Bacon Act requires that each contract over $2,000 to which the United States or the District of Columbia is a party for the construction, alteration, or repair of public buildings or public works shall contain a clause setting forth the minimum wages to be paid to various classes of laborers and mechanics employed under the contract. Under the provisions of the Act, Consultants or their sub -Consultants are to pay workers employed directly upon the site of the work no less than the locally prevailing wages and fringe benefits paid on projects of a similar character. C. In addition to the Davis -Bacon Act itself, Congress has added prevailing wage provisions to approximately 60 statutes which assist construction projects through grants, loans, loan guarantees, and insurance. These "related Acts" involve construction in such areas as transportation, housing, air and water pollution reduction, and health. Davis -Bacon wage determinations are to be used in accordance with the provisions of Regulations, 29 CFR Part 1, Part 3, and Part 5. s. COPELAND ANTI -KICKBACK ACT. a. The Consultant shall comply with 18 U.S.C. § 874, 40 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. Consultant must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. City must report all suspected or reported violations to the Federal awarding agency. b. Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clause above and such other clauses as the FEMA or other administering Federal agency may by appropriate instructions require, and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for the compliance by any sub -Consultant or lower tier sub -Consultant with all of these contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a Consultant and sub -Consultant as provided in 29 C.F.R. § 5.12. 6. CONTRACT WORK HOURS AND SAFETY STANDARDS. The Consultant shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702-3704) as supplemented by Department of Labor regulations (29 CFR Part 5). "Compliance with the Contract Work Hours and Safety Standards Act." a. (1) Overtime requirements. No Consultant or sub -Consultant 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 12 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasinq and Contracts Division hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. b. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the Consultant and any sub -Consultant responsible therefor shall be liable for the unpaid wages. In addition, such Consultant and sub -Consultant shall be liable to the United States (in the case of 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 (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. C. (3) Withholding for unpaid wages and liquidated damages. The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or sub -Consultant under any such contract or any other federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or sub - Consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. d. (4) Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for compliance by any sub -Consultant or lower tier sub -Consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section." FEDERAL CLEAN AIR AND WATER ACTS Consultant agrees to 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 Act as amended (33 U.S.C. 1251-1387), and will report violations to the applicable federal administrating agency and the Regional Office of the Environmental Protection Agency (EPA). s. DHS SEAL, LOGO, AND FLAGS. Consultant shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific federal pre -approval. 9. SUSPENSION AND DEBARMENT. a. Non-federal entities are subject to the non -procurement debarment and suspension regulations implementing Executive Orders 12549 and 12689, 2 CFR part 180. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs or activities. 13 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasinq and Contracts Division b. If the resulting contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Consultant 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). C. The Consultant 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. d. This certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant 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 City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. e. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. ADMINISTRATIVE, CONTRACTUAL, OR LEGAL REMEDIES If Consultant fail to perform to the satisfaction of the City any material requirement of the contract or is in violation of a material provision of the contract, the City shall provide written notice to the Consultant requesting that the breach or noncompliance be remedied within a set time frame outlined in the contract. In the event that a dispute, if any, arises between City and Consultant relating to this Agreement, performance or compensation hereunder, Consultant shall continue to render service in full compliance with all terms and conditions of the resulting agreement as interpreted by City regardless of such dispute. Unless otherwise provided for in the resulting agreement, all claims, counter- claims, disputes and other matters in question between the City and the Contractor, arising out of or relating to the resulting agreement, or the breach of it, will be first forwarded to the City Manager, the parties agree to reasonably negotiate the for resolution of the matter, upon failure of said negotiations to resolve the dispute, the parties may present the matter to a court of competent jurisdiction. 11. RIGHTS TO INVENTIONS Consultant agrees that if this Agreement results in any copyrightable materials or inventions, the Federal Government reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the copyright of said materials or inventions for Federal Government purposes. 12. NO OBLIGATION BY THE FEDERAL GOVERNMENT The federal government is not a party to this contract and is not subject to any obligations or liabilities to the CITY, contractor, or any other party pertaining to any matter resulting from the contract. 13. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS This is an acknowledgement that federal financial assistance will be used to fund the Agreement only. Consultant will comply with all applicable federal law, regulations, 14 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasinq and Contracts Division executive orders, policies, procedures, and directives. 14. FRAUDULENT STATEMENTS Consultant acknowledges that 31 U.S.C. Chap. 38 applies to Contractor's actions pertaining to this Agreement. is. ANTI -LOBBYING. Consultants 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. This provision is applicable to all Federal -aid construction contracts and to all related sub -contracts which exceed $100,000 (49 CFR 20). The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. d. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. 16. RECYCLED PRODUCTS / RECOVERED MATERIALS The Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), 15 FEDERAL GRANT REQUIREMENTS l ' A 1 City of Tamarac The City For Your Life Purchasing and Contracts Division including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT Consultant shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 18. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. f. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; g. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; h. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 19. REPORTING & RETENTION OF RECORDS Pursuant to 44 CFR 13.36(i)(7), Consultant shall comply with federal requirements and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide the U.S. Department of Housing and Urban Development, the applicable federal Administrator, the Comptroller General of the United States, or any of their authorized representative access to any books, documents, papers, and records of Consultant which are directly pertinent to this contract for the purpose of making audits, examinations, excerpts, and transcriptions. Also, both Parties agree to provide applicable federal Administrator or his authorized representative access to construction or other work sites pertaining to the work being completed under the Agreement. Notwithstanding any other requirement set forth in this solicitation or the resulting agreement, all required records shall be retained for at minimum three (3) years after final payments and all other pending matters are closed. 20. PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES Prohibitions: Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an 16 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. Unless an exception applies, the Consultant and its sub -Consultants may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (iii) Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. a. Exceptions: This Section does not prohibit Consultant from providing: (i) A service that connects to the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or (ii) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. By necessary implication and regulation, the prohibitions also do not apply to: (i) Covered telecommunications equipment or services that: i. Are not used as a substantial or essential component of any system; and ii. Are not used as critical technology of any system. (ii) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. b. Reporting requirement: In the event Consultant identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Consultant is notified of such by a sub -Consultant at any tier or by any other source, the Consultant shall report the information required of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. The Consultant shall report the following information: (i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within ten (10) business days of submitting the information required of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Consultant shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. The Consultant shall insert the substance of this clause, including this in all subcontracts and other contractual instruments. C. Domestic Preference for Procurements: As appropriate, and to the extent 17 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division consistent with law, the Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 21. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS If applicable, the Consultant grants to City, a paid -up, royalty -free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract, Consultant will identify such data and grant to the City or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this contract, Consultant will deliver to the Consultant data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by Contractor. 22. PERSONALLY, IDENTIFIABLE INFORMATION In accordance with 2 C.F.R. §200.303, regarding internal controls of a non -Federal entity, Consultant must guarantee the protection of all Personally Identifiable Information (PII) obtained. The program will enact necessary measures to ensure PII of all applicants is safeguarded as to avoid release of private information. If a Consultant or employee should experience any loss or potential loss of PII, the City shall be notified immediately of the breach or potential breach. 23. RIGHTS IN DATA Except if otherwise agreed to in writing, the City shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Consultant pursuant to the terms of this solicitation, including but not limited to reports, memoranda or letters concerning the research and reporting tasks required. 24. AFFIRMATIVE SOCIOECONOMIC STEPS If subcontracts are to be let, Consultant is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. 25. INSPECTION AND ACCEPTANCE The City has the right to review, require correction, if necessary, and accept the work 18 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division products produced by the Contractor. Such review(s) shall be carried out within thirty (30) days so as to not impede the work of the Contractor. Any product of work shall be deemed accepted as submitted if the City does not issue written comments and/or required corrections within thirty (30) days from the date of receipt of such product from the Contractor. The Consultant shall make any required corrections promptly at no additional charge and return a revised copy of the product to the City within seven (7) days of notification or a later date if extended by the City. Failure by the Consultant to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the City may terminate the resulting contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 26. DOCUMENTATION OF COSTS All costs shall be supported by properly executed payrolls, time records, invoices, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents, pertaining in whole or in part to the Agreement, shall be clearly identified and regularly accessible. 27. INCREASING SEAT BELT USE IN THE UNITED STATES. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultantis encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company -owned, rented or personally owned vehicles. 28. REDUCING TEXT MESSAGING WHILE DRIVING Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant 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. 29. DISCRIMINATION PROHIBITED. Statutes and regulations prohibiting discrimination which may be applicable to the resulting agreement include, without limitation, the following: a. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; b. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; C. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and e. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 19 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. 30. DRUG FREE WORKPLACE This certification is required by the regulations implementing Sections 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 USC 701 et seq.), 7 CFR Part 3017, Subpart F, Section 3017-600, Purpose. The January 31, 1989, regulations were amended and published as Part II of the May 25, 1990 Federal Register (pages 21681-21691). 31. PROHIBITION OF GRATUITIES By submission for this solicitation, the Consultant certifies that no employee has or shall benefit financially or materially from such submission or subsequent contract. Any contract issued as a result of this solicitation may be terminated at such time as it is determined that gratuities of any kind were either offered or received by any of the aforementioned persons. Agreed to and incorporated into Consultant's Continuing Services Agreement #22-01 Q Cgc n�h� n "?(OcA tx �- C.(O 5 -S Company Name is Signature of Authorized Representative Type/Print Name of Authorized Representative 18�2OZL Date 20 FEDERAL GRANT REQUIREMENTS A� o® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 10/5/2022 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 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 Keyes Coverage Insurance 5900 Hiatus Road Tamarac FL 33321 CONTACT NAME: Tia Bia lonl PHONE FAX N Ext : 954-724-7000 (,vC, Nor 954 724-7010 ADMDRESS: tbiagioni@keyescoverage.com INSURERS AFFORDING COVERAGE NAIC # INSURER A: Brid efield Employers Ins Co 10701 ICarnahan Proctor &Cross Inc NSURED 681 814 S. Military Trail _ INSURER B : Continental Casualty_ _ 20443 INSURER C : Hartford Fire Insurance Co 19682 _ INSURER D : Hartford Casualty Insurance Co 29424 Deerfield Beach FL 33442 INSURER E : Hartford Ins Co of the Midwest 37478 INSURER F : COVERAGES CERTIFICATE NUMBER: 10369451 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS C X COMMERCIAL GENERAL LIABILITY Y Y 21UUNOL5340 12/31/2021 12/31/2022 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED CLAIMS -MADE OCCUR PREMISES Ea occurrence $ 300,000 MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 _ Fyl POLICY L PRO ' - � JECT [] LOC PRODUCTS - COMP/OP AGG $ 2,000,000 Ded: None $ OTHER: E AUTOMOBILE LIABILITY Y Y 21UENOL5339 12/31/2021 12/31/2022 COMBINED SINGLE LIMIT Ea accident $ 1 000 000 X BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ X HIRED AUTOSNON-OWNED L?�_AUTOS PROPERTY DAMAGE Per accident$ $ D X UMBRELLA LIAB X OCCUR Y Y 21XHUOL5341 12131/2021 12/31/2022 EACH OCCURRENCE $ 5,000,000 _ AGGREGATE _ $ 5,000,000 EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N Y 83056388 3/8/2022 3/8/2023 X PER OTH- STATUTE ER ANY OFFICER/MEMBER EXCLUDED? PROPRIETOR/PARTNER/EXECUTIVE � N / A E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYE _ $ 1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1 $ 1,000,000 B Professional Liability AEH591932575 8/19/2022 8/19/2023 Aggregate 3,000,000 Claims Made Basis Each Claim 3,000,000 Retention 50,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Officer Excluded: Gregory Proctor City of Tamarac, Broward County Transportation Surtax Program and their officers, employees, agents; included as additionally insured as respects general liability coverage. Waiver of subrogation applies in favor of the additional insured. Waiver of subrogation is provided on the general liability policy in favor of the additional insureds. ltla llL1L�S:11_�;1���113" h_1 L"a14OF_\ILei i►l:Ti11'.. City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321 and Broward County Board of County Commissioners 115 S Andrews Ave #421 Fort Lauderdale, FL 33301 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 V T REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD TAMARAC The City For Your Life of Tamarac Purchasing and Contracts Division AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC AND CAUFIELD & WHEELER, INC. THIS AGREEMENT is made and entered into this "ay of-bI5-4f6MNIZ-202 '-- �d between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and Caufield & Wheeler Incorporated, a Florida corporation with principal offices located at 7900 Glades Road, Suite 100, Boca Raton, Florida 33434, (the "Consultant') to provide for "as needed" project task surveying services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01 Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: • Surveying Services 2.1.3 Consultant shall perform engineering/architectural/surveying services as detailed in the specific Work/Task Authorization agreement as approved by City. 22-01 Q - Continuing Services Agreements TAMARAC The City For Your Life 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a specific Task Authorization is provided in writing to Consultant by appropriate City award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life 1 ll( rim! Cc total term, Consultant agrees to extend this Agreement on a month -to -month basis `until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life �ii�' ��ll i,'., ',i . i-'(., .l11r.3iliG ul1 ��L'/ii. iC-i �%,''•rt:-a i:;i Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life C y .::! 7,,miorzrc F';uzai a =a;,i CUliti iC's C.;tt';siutt skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VI I, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. Professional Liability (Errors and Omissions) Insurance: $1,000,000. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life Cit; of Tour.,,,. P�cciio ;uo c:xi The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life CJtl',J Lit Irt!'-r!i, F'i l'Y;It la i!!G ull(; Ci',' ;it 14. SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your life CIN -,f 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.1 Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.5 No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01Q — Continuing Services Agreements TAMARAC The City For Your Life Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. �%WO Jl 'klI=I;j6 .JIZe]AZeZO11MT A`k&1 Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. Z171,110 This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. PZA,Islas] Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life C,1/y C,f )c!!w!!1!C �'iHi. i7t1 i!!U �.;;(� C;'(ii`IaCiS L `r! j-. !i With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: John F. Wheeler, P.E. Caufield & Wheeler, Inc. 7900 Glades Road, Suite 100 Boca Raton, Florida 33434 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-ConsultanVsub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 27. CUSTODIAN OF RECORDS IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS 22-010 — Continuing Services Agreements TAMARAC The City For Your Life City of Ta,am-ac Pm(;ha._ing ao,l CoidiaJ Divis4011 RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 28. FEDERALLY FUNDED GRANT PROJECTS When projects are funded by a grant provided by the United States Government, or when the CITY is a recipient of federal funding through a State or other governmental entity as a subrecipient, Consultant agrees to incorporate the requirements of Part 2 Code of Federal Regulations Appendix II enumerated in Attachment C "Requirements for Projects Funded by Federal Grants." Remainder of Page Intentionally Blank 22-01 Q — Continuing Services Agreements C'iiy of Tomar�x; IN WITNESS WHEREOF, the parties respective dates under each signature. Manager, and CONSULTANT, signinc execute same. OF TA/k,�'' W ESTABLISHED p 1963 r ATTEt SEAL ••��' ;; Kimberly Dilldh; ADIGIGW City Clerk I L[wkozz. Date ATTES (Corpor to Secretary) John F. Wheeler, P.E., President & Secretary Type/Print Name of Corporate Secy. (CORPORATE SEAL) TAMARAC The City For Your Life Pu riri ir;c; � r;rl Ceriru;t<. D -vision; have made and executed this Agreement on the CITY OF TAMARAC, signing by and through its City by and through its President, duly authorized to OF TA Katlleen Gunh, City Manager 1,, / 16 2.22 Date Appro*_dVo to form and hegal sufficiency: Jr., Cit* Attprney I 114 / 22 Da Caufield & Wheeler, Inc. Compa y Name Signat re John F. Wheeler, P.E., President Name of President Date 01 / zd zoZ 2- 22-0IQ — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac; _ Purctrasiog and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF (L i-Y , ,C, :SS COUNTY OF a► �`� I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared -yohn (. Wi-)�-e-►A—of�L-A-ctu 4 1� 1�Io-L,,a Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me th4�*Ishe executed the same. A ►-! h WITNESS my hand and official seal this. day of 0e -Lo , 20a',-� ap➢ poi . BOBBI A. SWINENA]2023 Notary Public - State of Commission f GG 34 ........... My Comm. Expires Sep 2 Bonded through National Not 'Si4Aatureof Notary Public State of Florida at Large Print, Type or Stamp Name of Notary Public Personally known to me or ❑ Produced Identification Type of I.D. Produced DID take an oath, or DID NOT take an oath. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life C 4 7 r, PC(h is C; �!cn Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01Q — Continuing Services Agreements am BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT# RFQ # 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/limited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31%-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns. 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%2-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2 of 17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Billing. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE 5. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at anytime during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services under this Agreement (the "Commitment") for the scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedy for Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to OESBD. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by OESBD) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9 of 17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK@TAMARAC.ORG, 7525 NW 88T" AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%2-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC -32 Kathleen Gunn, City Manager day of , 20_ I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 CONSULTANT [FOR INDIVIDUAL] WITNESSES: Signature Print/Type Name (Please Type Name) Signature Print/Type Name [FOR CORPORATION] ATTEST: Secretary (Typed Name of Secretary) CORPORATESEAL RFQ #22-01Q BCF #202 Addendum 7/14/2021 day of , 20_ (Typed Name of Consultant/Firm) In President/Vice President (Typed Name and Title) day of 20_ Page 14 of 17 Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 15 of 17 City of Tamarac Kathleen Gunn, City Manager Date: Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Reimbursable I Maximum Reimbursable Total Maximum Reimbursables: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_j Project Title: [_j Facility Name: [_j No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life Ci,. of Tu;artc Yinch,<ino ..;xl Corrh,.cts Diviei,;tr SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmallBusiness/Pages/Certification aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: https://www.broward.org/EconDev/DoingBusiness/Pages/CertifiedFirmDire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.ora/Econ Dev/SmallBusiness/Documents/SurtaxPr ojectsServiceslntent.pdf 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.org/EconDev/Smal[Business/Documents/GoodFai thEffortsEvaluation.pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: https://www.broward.org/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/localcertificationprograms aspx 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life L tj Pi.-.i,c.._.• - i' UO! -ijS LjItt, it ,,!i Agreement Attachment B Schedule of Hourly Rates CAULFIELD & WHEELER, INC. Consulting Engineers • Surveyors & Mappers Celebrating 3 rs Engineering EB0003591 Surveying LB0003591 Landscape Architecture LC0000318 Caulfield & Wheeler, Inc. 2022 Fee Schedule Principals.................................................... Expert Witness Testimony ......................... Laser Scanning Survey Crew ..................... GPS Survey Crew ...................................... Robotic Survey Crew ................................. Field Survey Crew ..................................... Professional Land Surveyor ....................... Engineering Design .................................... Landscape Architect/Site Planning ............ CADD/Technician/Draftsperson................ Office Technician ....................................... .............................. $190.00/hr. .............................. $275.00/hr. .............................. $250.00/hr. .............................. $165.00/hr. .............................. $140.00/hr. .............................. $140.00/hr. .............................. $140.00/hr. .............................. $140.00/hr. .............................. $135.00/hr. .............................. $100.00/hr. Engineering Inspector ................................................ Prints.......................................................................... Mylars........................................................................ Federal Express/Overnight Deliveries ....................... Federal Express First Overnight Deliveries ............... Courier Deliveries...................................................... ........... $75.00/hr. ........... $90.00/hr. ........... $0.30/s.f. ........... $4.50/s.f. ........... $25.00/each ........... $75.00/each ........... Cost plus 10% Boca Raton Office: 7900 Glades Road, Suite 100, Boca Raton, FL 33434 • Ph: 561-392-1991 • Fax: 561-750-1452 ❑Port St. Lucie Office: 410 S.E. Port St. Lucie Boulevard, Port St. Lucie, FL 34984 • Ph: 772-408-1920 • Fax: 772-408.1925 TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in § 200.317 through 200.327. In accordance with the requirements of this grant/s, the CITY shall maintain oversight to ensure that Consultants perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders 200.318 (c)(1) FEDERAL NON -CONFLICT a. The CITY maintains written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the CITY may neither solicit nor accept gratuities, favors, or anything of monetary value from Consultants or parties to subcontracts. However, non - Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the CITY. b. The CITY maintains written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the CITY is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. 4. 200.318 (d) AVOIDING ACQUISITION OF UNNECESSARY OR DUPLICATIVE ITEMS The CITY shall consider consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical approach. 5. 200.318 (e) PROMOTE COST-EFFECTIVE USE OF SHARED SERVICES To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the CITY encourages entering into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. Competition requirements will be met with documented procurement actions using strategic sourcing, shared services, and other similar procurement arrangements. 6. 200.318 (fI SURPLUS PROPERTY The CITY encourages the use of Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. 200.318 (g) VALUE ENGINEERING The CITY encourages the use of value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at an overall lower cost. a. 200.318 (h) RESPONSIBLE CONTRACTOR The CITY shall award contracts only to responsible Consultants possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as Consultant integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.214. s. 200.318 (1) HISTORY/METHODOLOGLY OF PROCUREMENT The CITY shall maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to, the following: Rationale for the method of procurement, selection of contract type, Consultant selection or rejection, and the basis for the contract price. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 10. 200.318 0) TIME -AND -MATERIALS CONTRACT The CITY may use a time -and -materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the Consultant exceeds at its own risk. Time -and -materials type contract means a contract whose cost to the CITY is the sum of: a. The actual cost of materials; and b. Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the Consultant for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the Consultant exceeds at its own risk. Further, if this methodology is utilized the CITY awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the Consultant is using efficient methods and effective cost controls. 11. 200.318 (k) The CITY alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the CITY of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the CITY unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 12. 200.319 COMPETITION a. All procurement transactions for the acquisition of property or services required under a Federal award must be conducted in a manner providing full and open competition consistent with the standards of this section and § 200.320. b. In order to ensure objective Consultant performance and eliminate unfair competitive advantage, Consultants that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: 1. Placing unreasonable requirements on firms in order for them to qualify to do business; 2. Requiring unnecessary experience and excessive bonding; 3. Noncompetitive pricing practices between firms or between affiliated companies; 4. Noncompetitive contracts to consultants that are on retainer contracts; 5. Organizational conflicts of interest; 6. Specifying only a "brand name" product instead of allowing "an equal' product to be offered and describing the performance or other relevant requirements of the procurement; and 7. Any arbitrary action in the procurement process. C. The CITY must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. d. The CITY has written procedures for procurement transactions. These procedures must ensure that all solicitations: 1. Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent' description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and 2. Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. e. The CITY has ensured that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the CITY has not precluded potential bidders from qualifying during the solicitation period. f. Noncompetitive procurements can only be awarded in accordance with 200.320(c). 13. 200.320 Methods of procurement to be followed The CITY has documented procurement procedures, consistent with the standards of this section and §§ 200.317, 200.318, and 200.319 for any of the following methods of procurement used for the acquisition of property or services required under a Federal award or sub -award. a. Informal procurement methods. When the value of the procurement for property or services under a Federal award does not exceed the simplified acquisition threshold (SA7), as defined in � 200.1, or a lower threshold established by the CITY, formal procurement methods are not required. The CITY may use informal procurement methods to expedite the completion of its transactions and minimize the associated administrative burden and cost. The informal methods used for procurement of property or services at or below the SAT include: 1. Micro -purchases — i. Distribution. The acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (See the definition of micro -purchase in § 200.1). To the maximum extent practicable, the CITY should distribute micro - purchases equitably among qualified suppliers. ii. Micro -purchase awards. Micro -purchases may be awarded without soliciting competitive price or rate quotations if the CITY considers the price to be reasonable based on research, experience, purchase history or other information and documents it FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division files accordingly. Purchase cards can be used for micro -purchases if procedures are documented and approved by the CITY. iii. Micro -purchase thresholds. The CITY is responsible for determining and documenting an appropriate micro -purchase threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. The micro -purchase threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. The CITY may establish a threshold higher than the Federal threshold established in the Federal Acquisition Regulations (FAR) in accordance with paragraphs (a)(1)(iv) and (y) of this section. iv. CITY increase to the micro -purchase threshold up to $50,000. The CITY may establish a threshold higher than the micro -purchase threshold identified in the FAR in accordance with the requirements of this section. The CITY may self -certify a threshold up to $50,000 on an annual basis and must maintain documentation to be made available to the Federal awarding agency and auditors in accordance with § 200.334. The self -certification must include a justification, clear identification of the threshold, and supporting documentation of any of the following: A. A qualification as a low -risk auditee, in accordance with the criteria in 200.520 for the most recent audit; B. An annual internal institutional risk assessment to identify, mitigate, and manage financial risks; or, C. For public institutions, a higher threshold consistent with State law. V. The CITY may increase to the micro -purchase threshold over $50,000. Micro -purchase thresholds higher than $50,000 must be approved by the cognizant agency for indirect costs. The CITY must submit a request with the requirements included in paragraph a 1 iv of this section. The increased threshold is valid until there is a change in status in which the justification was approved. 2. Small purchases - i. Small purchase procedures. The acquisition of property or services, the aggregate dollar amount of which is higher than the micro -purchase threshold but does not exceed the simplified acquisition threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources as determined appropriate by the CITY. ii. Simplified acquisition thresholds. The CITY is responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk and its documented procurement procedures which must not exceed the threshold established in the FAR. When applicable, a lower simplified acquisition threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. b. Formal procurement methods. When the value of the procurement for property or services under a Federal financial assistance award exceeds the SAT, or a lower threshold established by the CITY, formal procurement methods are required. Formal procurement methods require following documented procedures. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Formal procurement methods also require public advertising unless a non- competitive procurement can be used in accordance with 200.319 or paragraph Lc) of this section. The following formal methods of procurement are used for procurement of property or services above the simplified acquisition threshold or a value below the simplified acquisition threshold the CITY determines to be appropriate: 1. Sealed bids. A procurement method in which bids are publicly solicited and a firm fixed -price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bids method is the preferred method for procuring construction, if the conditions. i. In order for sealed bidding to be feasible, the following conditions should be present: A. A complete, adequate, and realistic specification or purchase description is available; B. Two or more responsible bidders are willing and able to compete effectively for the business; and C. The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. ii. If sealed bids are used, the following requirements apply: A. Bids must be solicited from an adequate number of qualified sources, providing them sufficient response time prior to the date set for opening the bids, for local, and tribal governments, the invitation for bids must be publicly advertised; B. The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; C. All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; D. A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of; and E. Any or all bids may be rejected if there is a sound documented reason. 2. Proposals. A procurement method in which either a fixed price or cost - reimbursement type contract is awarded. Proposals are generally used when conditions are not appropriate for the use of sealed bids. They are awarded in accordance with the following requirements: i. Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Proposals must be solicited from an adequate number of qualified offerors. Any FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division response to publicized requests for proposals must be considered to the maximum extent practical; ii. The CITY has a written method for conducting technical evaluations of the responsible proposals received and making selections; iii. Contracts must be awarded to the responsible offeror whose proposal is most advantageous to the CITY, with price and other factors considered; and iv. The CITY may use competitive proposal procedures for qualifications -based procurement of architectural/engineering (A/E) professional services whereby offeror's qualifications are evaluated and the most qualified offeror is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms that are a potential source to perform the proposed effort. C. Noncompetitive procurement. There are specific circumstances in which noncompetitive procurement can be used. Noncompetitive procurement can only be awarded if one or more of the following circumstances apply: 1. The acquisition of property or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (see paragraph (a)(1) of this section); 2. The item is available only from a single source; 3. The public exigency or emergency for the requirement will not permit a delay resulting from publicizing a competitive solicitation; 4. The Federal awarding agency or pass -through entity expressly authorizes a noncompetitive procurement in response to a written request from the CITY; or 5. After solicitation of a number of sources, competition is determined inadequate. 14. 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. a. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; C. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 15. 200.322 Domestic preferences for procurements (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) a. As appropriate and to the extent consistent with law, the CITY, to the greatest extent practicable under a Federal award, will provide a preference and encourages the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this award. b. For purposes of this section: 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. 2. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 16. 200.322 Procurement of recovered materials (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) The CITY encourages and the Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. 200.324 Contract cost and price a. The CITY has performed a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the CITY has made independent estimates before receiving bids or proposals. b. The CITY shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where 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. C. Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the CITY under subpart E of this part. The FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division CITY may reference its own cost principles that comply with the Federal cost principles. d. The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 18. 200.325 Federal awarding agency or pass -through entity review a. The CITY will make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the CITY desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. b. The CITY shall make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: 1. The CITY's procurement procedures or operation fails to comply with the procurement standards in this part; 2. The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; 3. The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; 4. The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or 5. A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. C. The CITY would be exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. 1. The CITY may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third -party contracts are awarded on a regular basis; 2. The CITY may self -certify its procurement system. Such self -certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the CITY that it is complying with these standards. The CITY must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 19. 200.326 Bonding Requirements For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division accept the bonding policy and requirements of the CITY provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: a. A bid guarantee from each bidder equivalent to five percent (5%) of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. b. A performance bond on the part of the Consultant for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's requirements under such contract. C. A payment bond on the part of the Consultant for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 20. 200.327 Contract provisions The CITY's contracts shall contain the applicable provisions described in appendix II to this part. Remainder of Page Intentionally Blank 10 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Appendix II of 2 CFR 200 Consultant agrees to all Provisions shown below under Appendix II of 2 CFR 200 as sections which are hereby incorporated in this Agreement for projects utilizing Federal Grant Funding: FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES The CITY and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance. It is further agreed that the clause shall not be modified, except to identify the sub -Consultant who will be subject to its provisions. 2. ACCESS BY THE GRANTEE, SUBGRANTEE, FEDERAL GRANTOR AGENCY AND COMPTROLLER GENERAL The Consultant shall allow access by the grantee, sub grantee, Federal grantor agency and Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultantwhich are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts and transcriptions. s. EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (All construction contracts awarded in excess of $10,000 by grantees and their Consultants or subgrantees). All Consultants and sub -Consultants performing work in connection with this Contract shall provide equal opportunity for employment because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in a conspicuous place available for employees and applicants for employment, such notices as may be required by any authority having jurisdiction over the Work setting forth the provisions of the nondiscrimination law. DAVIS-BACON & RELATED ACTS — This requirement shall not apply to work performed by Consultant under this Agreement, however, Consultant may be required to include requirements for adherence to these statutes when developing Scope of Work / Specification documents for a federally funded project requiring construction, alteration or repair of public buildings or public works. If construction, alteration or repair of public buildings or public works project is funded or assisted under one or more Federal statutes, the Davis -Bacon prevailing wage provisions may apply to the project if any of the applicable statutes requires payment of Davis -Bacon wage rates. 11 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division a. Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In accordance with the statute, Consultant must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must be required to pay wages not less than once a week. b. The Davis -Bacon Act requires that each contract over $2,000 to which the United States or the District of Columbia is a party for the construction, alteration, or repair of public buildings or public works shall contain a clause setting forth the minimum wages to be paid to various classes of laborers and mechanics employed under the contract. Under the provisions of the Act, Consultants or their sub -Consultants are to pay workers employed directly upon the site of the work no less than the locally prevailing wages and fringe benefits paid on projects of a similar character. C. In addition to the Davis -Bacon Act itself, Congress has added prevailing wage provisions to approximately 60 statutes which assist construction projects through grants, loans, loan guarantees, and insurance. These "related Acts" involve construction in such areas as transportation, housing, air and water pollution reduction, and health. Davis -Bacon wage determinations are to be used in accordance with the provisions of Regulations, 29 CFR Part 1, Part 3, and Part 5. s. COPELAND ANTI -KICKBACK ACT. a. The Consultant shall comply with 18 U.S.C. § 874, 40 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. Consultant must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. City must report all suspected or reported violations to the Federal awarding agency. b. Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clause above and such other clauses as the FEMA or other administering Federal agency may by appropriate instructions require, and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for the compliance by any sub -Consultant or lower tier sub -Consultant with all of these contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a Consultant and sub -Consultant as provided in 29 C.F.R. § 5.12. 6. CONTRACT WORK HOURS AND SAFETY STANDARDS. The Consultant shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702-3704) as supplemented by Department of Labor regulations (29 CFR Part 5). "Compliance with the Contract Work Hours and Safety Standards Act." a. (1) Overtime requirements. No Consultant or sub -Consultant 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 12 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. b. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the Consultant and any sub -Consultant responsible therefor shall be liable for the unpaid wages. In addition, such Consultant and sub -Consultant shall be liable to the United States (in the case of 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 (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. C. (3) Withholding for unpaid wages and liquidated damages. The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or sub -Consultant under any such contract or any other federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or sub - Consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. d. (4) Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for compliance by any sub -Consultant or lower tier sub -Consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section." FEDERAL CLEAN AIR AND WATER ACTS Consultant agrees to 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 Act as amended (33 U.S.C. 1251-1387), and will report violations to the applicable federal administrating agency and the Regional Office of the Environmental Protection Agency (EPA). a. DHS SEAL, LOGO, AND FLAGS. Consultant shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific federal pre -approval. SUSPENSION AND DEBARMENT. a. Non-federal entities are subject to the non -procurement debarment and suspension regulations implementing Executive Orders 12549 and 12689, 2 CFR part 180. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs or activities. 13 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division b. If the resulting contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Consultant 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). C. The Consultant 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. d. This certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant 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 City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. e. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. ADMINISTRATIVE, CONTRACTUAL, OR LEGAL REMEDIES If Consultant fail to perform to the satisfaction of the City any material requirement of the contract or is in violation of a material provision of the contract, the City shall provide written notice to the Consultant requesting that the breach or noncompliance be remedied within a set time frame outlined in the contract. In the event that a dispute, if any, arises between City and Consultant relating to this Agreement, performance or compensation hereunder, Consultant shall continue to render service in full compliance with all terms and conditions of the resulting agreement as interpreted by City regardless of such dispute. Unless otherwise provided for in the resulting agreement, all claims, counter- claims, disputes and other matters in question between the City and the Contractor, arising out of or relating to the resulting agreement, or the breach of it, will be first forwarded to the City Manager, the parties agree to reasonably negotiate the for resolution of the matter, upon failure of said negotiations to resolve the dispute, the parties may present the matter to a court of competent jurisdiction. 11. RIGHTS TO INVENTIONS Consultant agrees that if this Agreement results in any copyrightable materials or inventions, the Federal Government reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the copyright of said materials or inventions for Federal Government purposes. 12. NO OBLIGATION BY THE FEDERAL GOVERNMENT The federal government is not a party to this contract and is not subject to any obligations or liabilities to the CITY, contractor, or any other party pertaining to any matter resulting from the contract. 13. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS This is an acknowledgement that federal financial assistance will be used to fund the Agreement only. Consultant will comply with all applicable federal law, regulations, 14 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive orders, policies, procedures, and directives. 14. FRAUDULENT STATEMENTS Consultant acknowledges that 31 U.S.C. Chap. 38 applies to Contractor's actions pertaining to this Agreement. 15, ANTI -LOBBYING. Consultants 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. This provision is applicable to all Federal -aid construction contracts and to all related sub -contracts which exceed $100,000 (49 CFR 20). The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. d. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. 16. RECYCLED PRODUCTS / RECOVERED MATERIALS The Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), 15 FEDERAL GRANT REQUIREMENTS TAMARAC r City of Tamarac The City For Your Life Purchasing and Contracts Division including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT Consultant shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 19. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. f. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; g. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; h. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; i. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; j. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 19. REPORTING & RETENTION OF RECORDS Pursuant to 44 CFR 13.36(i)(7), Consultant shall comply with federal requirements and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide the U.S. Department of Housing and Urban Development, the applicable federal Administrator, the Comptroller General of the United States, or any of their authorized representative access to any books, documents, papers, and records of Consultant which are directly pertinent to this contract for the purpose of making audits, examinations, excerpts, and transcriptions. Also, both Parties agree to provide applicable federal Administrator or his authorized representative access to construction or other work sites pertaining to the work being completed under the Agreement. Notwithstanding any other requirement set forth in this solicitation or the resulting agreement, all required records shall be retained for at minimum three (3) years after final payments and all other pending matters are closed. 20. PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES Prohibitions: Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an 16 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. Unless an exception applies, the Consultant and its sub -Consultants may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (iii) Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. a. Exceptions: This Section does not prohibit Consultant from providing: (i) A service that connects to the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or (ii) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. By necessary implication and regulation, the prohibitions also do not apply to: (i) Covered telecommunications equipment or services that: i. Are not used as a substantial or essential component of any system; and ii. Are not used as critical technology of any system. (ii) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. b. Reporting requirement: In the event Consultant identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Consultant is notified of such by a sub -Consultant at any tier or by any other source, the Consultant shall report the information required of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. The Consultant shall report the following information: (i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within ten (10) business days of submitting the information required of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Consultant shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. The Consultant shall insert the substance of this clause, including this in all subcontracts and other contractual instruments. C. Domestic Preference for Procurements: As appropriate, and to the extent 17 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division consistent with law, the Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 21. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS If applicable, the Consultant grants to City, a paid -up, royalty -free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract, Consultant will identify such data and grant to the City or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this contract, Consultant will deliver to the Consultant data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by Contractor. 22. PERSONALLY, IDENTIFIABLE INFORMATION In accordance with 2 C.F.R. §200.303, regarding internal controls of a non -Federal entity, Consultant must guarantee the protection of all Personally Identifiable Information (PII) obtained. The program will enact necessary measures to ensure PII of all applicants is safeguarded as to avoid release of private information. If a Consultant or employee should experience any loss or potential loss of PII, the City shall be notified immediately of the breach or potential breach. 23. RIGHTS IN DATA Except if otherwise agreed to in writing, the City shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Consultant pursuant to the terms of this solicitation, including but not limited to reports, memoranda or letters concerning the research and reporting tasks required. 24. AFFIRMATIVE SOCIOECONOMIC STEPS If subcontracts are to be let, Consultant is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. 25. INSPECTION AND ACCEPTANCE The City has the right to review, require correction, if necessary, and accept the work 18 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division products produced by the Contractor. Such review(s) shall be carried out within thirty (30) days so as to not impede the work of the Contractor. Any product of work shall be deemed accepted as submitted if the City does not issue written comments and/or required corrections within thirty (30) days from the date of receipt of such product from the Contractor. The Consultant shall make any required corrections promptly at no additional charge and return a revised copy of the product to the City within seven (7) days of notification or a later date if extended by the City. Failure by the Consultant to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the City may terminate the resulting contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 26. DOCUMENTATION OF COSTS All costs shall be supported by properly executed payrolls, time records, invoices, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents, pertaining in whole or in part to the Agreement, shall be clearly identified and regularly accessible. 27. INCREASING SEAT BELT USE IN THE UNITED STATES. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultantis encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company -owned, rented or personally owned vehicles. 28. REDUCING TEXT MESSAGING WHILE DRIVING Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 61 2009), Consultant 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. 29. DISCRIMINATION PROHIBITED. Statutes and regulations prohibiting discrimination which may be applicable to the resulting agreement include, without limitation, the following: a. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; b. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; C. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and e. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 19 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. 30. DRUG FREE WORKPLACE This certification is required by the regulations implementing Sections 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 USC 701 et seq.), 7 CFR Part 3017, Subpart F, Section 3017-600, Purpose. The January 31, 1989, regulations were amended and published as Part II of the May 25, 1990 Federal Register (pages 21681-21691). 31. PROHIBITION OF GRATUITIES By submission for this solicitation, the Consultant certifies that no employee has or shall benefit financially or materially from such submission or subsequent contract. Any contract issued as a result of this solicitation may be terminated at such time as it is determined that gratuities of any kind were either offered or received by any of the aforementioned persons. Agreed to and incorporated into Consultant's Continuing Services Agreement #22-01 Q Company Name Signature of Authorized Representative w �,i � C,,,761/��, , vp QLS Type/Print Name of Authorzed Representative ly6LI, Date 20 FEDERAL GRANT REQUIREMENTS TAMARAC The City For Your Life AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC /_1 `111 CHEN MOORE & ASSOCIATES, INC. THIS AGREEMENT is made and entered into this to —,day of beC648EL- 202 --end between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and Chen Moore & Associates, Inc., a Florida corporation with principal offices located at 500 West Cypress Creek Road, Suite 630, Fort Lauderdale, Florida 33309 (the "Consultant") to provide for "as needed" project task services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01 Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: • Construction & Project Management • Construction Engineering & Inspections • Civil Engineering 2.1.3 Consultant shall perform engineering/architectural/surveying services as 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life i;iiy of ia:narac Pua.hasing and Contracts Dig sivn detailed in the specific Work/Task Authorization agreement as approved by City. 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a specific Task Authorization is provided in writing to Consultant by appropriate City 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tar,iarec Purchasing taoa Contracts Divi ;ioo award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential total term, Consultant agrees to extend this Agreement on a month -to -month basis until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements orjudgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tarnarac Ptur chasing and Contracts DiOSion is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict with City, State, or United States policies, rules or regulations relating to the use of 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasinyr and Contracts Divisioo Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Ta;narac Purchasing and Contracts uivi ion Professional Liability (Errors and Omissions) Insurance: $1,000,000. The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 22-0IQ — Continuing Services Agreements TAMARAC The City For Your Life Ciav of Tamarac Pi,,rchas!ng anti Coot acts Crnsk>n 14. SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purcnasing and Cont sacs Di,;isior 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.1 Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.5 No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Con`: acts Div!sion Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. 22 OWNERSHIP OF DOCUMENTS Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. 23. FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 24. NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of cola/ac Ui'•i!sic)o With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: Mr. Peter Moore, PE, President Chen Moore & Associates, Inc. 500 W. Cypress Creek Road, #630 Fort Lauderdale, Florida 33309 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-Consultant/sub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Pt�rrhasing aril Contracts Divisioo Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 27. CUSTODIAN OF RECORDS IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 28. FEDERALLY FUNDED GRANT PROJECTS When projects are funded by a grant provided by the United States Government, or when the CITY is a recipient of federal funding through a State or other governmental entity as a subrecipient, Consultant agrees to incorporate the requirements of Part 2 Code of Federal Regulations Appendix II enumerated in Attachment C "Requirements for Projects Funded by Federal Grants." Remainder of Page Intentionally Blank 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its City Manager, and CONSULTANT, signing by and through its President, duly authorized to execute same. ITY OF TAM C l thleen dunn, ity Mana_ r of TArj,, ATTEST: = W ESTABLISHED 1 3 Kimberly Dillo rnj;` City Clerk �'�.,•���° ° • .... • ° �'`�> Date ATTEST: (Corpor te-'secretary) Safiya Brea Type/Print Name of Corporate Secy (CORPORATE SEAL) (-2- t ((= �Zz- Date Appr v to form and legal sufficiency: '7 1 Herin, Jr. Jty Attorney t I l (.12.Z. Date Chen I or Associates, I Comi nv.I ame S Sig Peter Mode, PE, President Name of President October 5, 2022 Date 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life city of Tamarac Purchasing and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF FLORIDA SS COUNTY OF BROWARD I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Peter Moore Fhen Moore and Associates, Inc Florida o a Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this5day of October JOHANNAZONA MY COMMISSION # HH 213916 EXPIRES: January 24, 2026 , 20 22 . Si nature of Notary Public Kate of Florida at Large Johanna Zona Print, Type or Stamp Name of Notary Public ® Personally known to me or ❑ Produced Identification Type of I.D. Produced ❑ DID take an oath, or ® DID NOT take an oath. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life Cray ct 73.r iarac pt;rchasing :anti Contracts Division Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01 Q — Continuing Services Agreements :i BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT#, RFQ # 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/limited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31%-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns. 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2of17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Billing. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE 5. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at anytime during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services under this Agreement (the "Commitment") for the scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedy for Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to 0ES13D. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by 0ES13D) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9 of 17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK@TAMARAC.ORG, 7525 NW 88T" AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC M3 Kathleen Gunn, City Manager day of , 20_ I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 FOR INDIVIDUAL WITNESSES: Signature Print/Type Name Signature Print/Type Name [FOR CORPORATION] ATTEST: Secretary (Typed Name of Secretary) CK0]Oki go] :7e'II;y�e\I RFQ #22-01Q BCF #202 Addendum 7/14/2021 CONSULTANT (Please Type Name) day of (Typed Name of Consultant/Firm) :39 President/Vice President (Typed Name and Title) _ day of 20 Page 14 of 17 Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 City of Tamarac Kathleen Gunn, City Manager Date: Page 15 of 17 Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Reimbursable I Maximum Reimbursable I Total Maximum Reimbursables: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_j Project Title: [_j Facility Name: [_j No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life C!ij O` T N,r Ir8C Run,.-%h35ii` g and Contra(5 L)",/islon SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmaliBusiness/Pages/Certification aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: https://www.broward.orq/EconDev/DoingBusiness/Pages/CertifiedFirmDire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.ora/EconDev/SmallBusiness/Documents/SurtaxPr o0ectsServicesIntent.Of 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.org/EconDev/SmallBusiness/Documents/GoodFai thEffortsEvaluation.pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement The City For Your Life City of Tan+arac F'ur,."hasini; and Contracts Dr✓%slO„ participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: https://www.broward.orq/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/locaIcertificationprograms aspx 22-01Q —Continuing Services Agreement TAMARAC The City For Your Life Dry at l�%3�r 7/c3(; F'u1�Cr;i)S /1! � pit?i%�3(� ) , ,roc Agreement Attachment B Schedule of Hourly Rates Exhibit A Maximum Billing Rates Project No: RFQ 22-01Q Project Title: Continuing Services Architectural, Engineering, Landscape Architecture, Surveying Services Consultant/ Chen Moore and Associates, Inc. Subconsultant Name: TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) 3.06 President $144.24 3.06 $441.37 Principal $113.00 3.06 $345.78 Principal Engineer $76.00 3.06 $232.56 Senior Engineer $67.60 3.06 $194.62 Project Engineer $45.67 3.06 $139.75 Associate Engineer $38.00 3.06 $116.28 Engineer $31.73 3.06 $97.09 Principal Landscape Architect $54.10 3.06 $165.55 Senior Landscape Architect $46.10 3.06 $141.07 Landscape Designer $34.25 3.06 $104.81 Senior Environmental Scientist $48.08 3.06 $147.12 Senior Designer $48.25 3.06 $147.65 Designer $35.00 3.06 $107.10 Senior Technician $33.75 3.06 $103.28 Technician $28.00 3.06 $85.68 Senior Construction Specialist $44.65 3.06 $136.63 Construction Specialist $30.60 3.06 $93.64 Administrative Assistant $36.00 3.06 $110.16 Intern $18.00 3.06 $55.08 Multiplier of 3.06 is calculated as follows: OVERHEAD = 144.22% FRINGE = 34.35% OPERATING MARGIN = 10.00% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 Consultant, City of Tamarac Peter Moore4Pesident Kathleen Gunn, City Manager Date: October 5, 2022 Date: RFQ #22-01Q Page 15 of 17 BCF #202 Addendum 7/14/2021 TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01 Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in §§ 200.317 through 200.327. In accordance with the requirements of this grant/s, the CITY shall maintain oversight to ensure that Consultants perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders 3. 200.318 (c)(1) FEDERAL NON -CONFLICT a. The CITY maintains written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ FEDERAL GRANT REQUIREMENTS TAMIARAC City of Tamarac The City For Your Life Purchasing and Contracts Division any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the CITY may neither solicit nor accept gratuities, favors, or anything of monetary value from Consultants or parties to subcontracts. However, non - Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the CITY. b. The CITY maintains written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the CITY is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. 4. 200.318 (d) AVOIDING ACQUISITION OF UNNECESSARY OR DUPLICATIVE ITEMS The CITY shall consider consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical approach. s. 200.318 (e) PROMOTE COST-EFFECTIVE USE OF SHARED SERVICES To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the CITY encourages entering into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. Competition requirements will be met with documented procurement actions using strategic sourcing, shared services, and other similar procurement arrangements. 6. 200.318 (f) SURPLUS PROPERTY The CITY encourages the use of Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. 200.318 (g) VALUE ENGINEERING The CITY encourages the use of value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at an overall lower cost. s. 200.318 (h) RESPONSIBLE CONTRACTOR The CITY shall award contracts only to responsible Consultants possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as Consultant integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.214. 200.318 (i) HISTORY/METHODOLOGLY OF PROCUREMENT The CITY shall maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to, the following: Rationale for the method of procurement, selection of contract type, Consultant selection or rejection, and the basis for the contract price. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 10. 200.318 0) TIME -AND -MATERIALS CONTRACT The CITY may use a time -and -materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the Consultant exceeds at its own risk. Time -and -materials type contract means a contract whose cost to the CITY is the sum of: a. The actual cost of materials; and b. Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the Consultant for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the Consultant exceeds at its own risk. Further, if this methodology is utilized the CITY awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the Consultant is using efficient methods and effective cost controls. 11. 200.318 (k) The CITY alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the CITY of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the CITY unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 12. 200.319 COMPETITION a. All procurement transactions for the acquisition of property or services required under a Federal award must be conducted in a manner providing full and open competition consistent with the standards of this section and 200.320. In order to ensure objective Consultant performance and eliminate unfair competitive advantage, Consultants that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: 1. Placing unreasonable requirements on firms in order for them to qualify to do business; 2. Requiring unnecessary experience and excessive bonding; 3. Noncompetitive pricing practices between firms or between affiliated companies; 4. Noncompetitive contracts to consultants that are on retainer contracts; 5. Organizational conflicts of interest; 6. Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and 7. Any arbitrary action in the procurement process. The CITY must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When FEDERAL GRANT REQUIREMENTS ► ► "► City of Tamarac The City For Your Life Purchasing and Contracts Division contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. d. The CITY has written procedures for procurement transactions. These procedures must ensure that all solicitations: 1. Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent' description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and 2. Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. e. The CITY has ensured that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the CITY has not precluded potential bidders from qualifying during the solicitation period. f. Noncompetitive procurements can only be awarded in accordance with 200.320(c). 13. 200.320 Methods of procurement to be followed The CITY has documented procurement procedures, consistent with the standards of this section and 200.317, 200.318, and 200.319 for any of the following methods of procurement used for the acquisition of property or services required under a Federal award or sub -award. a. Informal procurement methods. When the value of the procurement for property or services under a Federal award does not exceed the simplified acquisition threshold (SAT), as defined in 200.1, or a lower threshold established by the CITY, formal procurement methods are not required. The CITY may use informal procurement methods to expedite the completion of its transactions and minimize the associated administrative burden and cost. The informal methods used for procurement of property or services at or below the SAT include: 1. Micro -purchases — i. Distribution. The acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (See the definition of micro -purchase in § 200.1). To the maximum extent practicable, the CITY should distribute micro - purchases equitably among qualified suppliers. ii. Micro -purchase awards. Micro -purchases may be awarded without soliciting competitive price or rate quotations if the CITY considers the price to be reasonable based on research, experience, purchase history or other information and documents it FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division files accordingly. Purchase cards can be used for micro -purchases if procedures are documented and approved by the CITY. iii. Micro -purchase thresholds. The CITY is responsible for determining and documenting an appropriate micro -purchase threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. The micro -purchase threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. The CITY may establish a threshold higher than the Federal threshold established in the Federal Acquisition Regulations (FAR) in accordance with paragraphs (a)(1)(iv) and (v) of this section. iv. CITY increase to the micro -purchase threshold up to $50,000. The CITY may establish a threshold higher than the micro -purchase threshold identified in the FAR in accordance with the requirements of this section. The CITY may self -certify a threshold up to $50,000 on an annual basis and must maintain documentation to be made available to the Federal awarding agency and auditors in accordance with § 200.334. The self -certification must include a justification, clear identification of the threshold, and supporting documentation of any of the following: A. A qualification as a low -risk auditee, in accordance with the criteria in 200.520 for the most recent audit; B. An annual internal institutional risk assessment to identify, mitigate, and manage financial risks; or, C. For public institutions, a higher threshold consistent with State law. V. The CITY may increase to the micro -purchase threshold over $50,000. Micro -purchase thresholds higher than $50,000 must be approved by the cognizant agency for indirect costs. The CITY must submit a request with the requirements included in paragraph a 1 iv of this section. The increased threshold is valid until there is a change in status in which the justification was approved. 2. Small purchases — i. Small purchase procedures. The acquisition of property or services, the aggregate dollar amount of which is higher than the micro -purchase threshold but does not exceed the simplified acquisition threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources as determined appropriate by the CITY. ii. Simplified acquisition thresholds. The CITY is responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk and its documented procurement procedures which must not exceed the threshold established in the FAR. When applicable, a lower simplified acquisition threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. b. Formal procurement methods. When the value of the procurement for property or services under a Federal financial assistance award exceeds the SAT, or a lower threshold established by the CITY, formal procurement methods are required. Formal procurement methods require following documented procedures. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Formal procurement methods also require public advertising unless a non- competitive procurement can be used in accordance with § 200.319 or paragraph (c) of this section. The following formal methods of procurement are used for procurement of property or services above the simplified acquisition threshold or a value below the simplified acquisition threshold the CITY determines to be appropriate: 1. Sealed bids. A procurement method in which bids are publicly solicited and a firm fixed -price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bids method is the preferred method for procuring construction, if the conditions. i. In order for sealed bidding to be feasible, the following conditions should be present: A. A complete, adequate, and realistic specification or purchase description is available; B. Two or more responsible bidders are willing and able to compete effectively for the business; and C. The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. ii. If sealed bids are used, the following requirements apply: A. Bids must be solicited from an adequate number of qualified sources, providing them sufficient response time prior to the date set for opening the bids, for local, and tribal governments, the invitation for bids must be publicly advertised; B. The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; C. All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; D. A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of; and E. Any or all bids may be rejected if there is a sound documented reason. 2. Proposals. A procurement method in which either a fixed price or cost - reimbursement type contract is awarded. Proposals are generally used when conditions are not appropriate for the use of sealed bids. They are awarded in accordance with the following requirements: i. Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Proposals must be solicited from an adequate number of qualified offerors. Any FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division response to publicized requests for proposals must be considered to the maximum extent practical; ii. The CITY has a written method for conducting technical evaluations of the responsible proposals received and making selections; iii. Contracts must be awarded to the responsible offeror whose proposal is most advantageous to the CITY, with price and other factors considered; and iv. The CITY may use competitive proposal procedures for qualifications -based procurement of architectural/engineering (A/E) professional services whereby offeror's qualifications are evaluated and the most qualified offeror is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms that are a potential source to perform the proposed effort. C. Noncompetitive procurement. There are specific circumstances in which noncompetitive procurement can be used. Noncompetitive procurement can only be awarded if one or more of the following circumstances apply: 1. The acquisition of property or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (see paragraph (a)(1) of this section); 2. The item is available only from a single source; 3. The public exigency or emergency for the requirement will not permit a delay resulting from publicizing a competitive solicitation; 4. The Federal awarding agency or pass -through entity expressly authorizes a noncompetitive procurement in response to a written request from the CITY; or 5. After solicitation of a number of sources, competition is determined inadequate. 14. 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. a. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; C. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 15. 200.322 Domestic preferences for procurements (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) a. As appropriate and to the extent consistent with law, the CITY, to the greatest extent practicable under a Federal award, will provide a preference and encourages the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this award. b. For purposes of this section: 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. 2. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 16. 200.322 Procurement of recovered materials (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) The CITY encourages and the Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. 200.324 Contract cost and price a. The CITY has performed a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the CITY has made independent estimates before receiving bids or proposals. b. The CITY shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where 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. C. Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the CITY under subpart E of this part. The FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division CITY may reference its own cost principles that comply with the Federal cost principles. d. The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 18. 200.325 Federal awarding agency or pass -through entity review a. The CITY will make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the CITY desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. D. The CITY shall make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: 1. The CITY's procurement procedures or operation fails to comply with the procurement standards in this part; 2. The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; 3. The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; 4. The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or 5. A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. The CITY would be exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. 1. The CITY may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third -party contracts are awarded on a regular basis; 2. The CITY may self -certify its procurement system. Such self -certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the CITY that it is complying with these standards. The CITY must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 19. 200.326 Bonding Requirements For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division accept the bonding policy and requirements of the CITY provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: a. A bid guarantee from each bidder equivalent to five percent (5%) of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. b. A performance bond on the part of the Consultant for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's requirements under such contract. C. A payment bond on the part of the Consultant for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 20. 200.327 Contract provisions The CITY's contracts shall contain the applicable provisions described in appendix II to this part. Remainder of Page Intentionally Blank 10 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division Appendix II of 2 CFR 200 Consultant agrees to all Provisions shown below under Appendix II of 2 CFR 200 as sections which are hereby incorporated in this Agreement for projects utilizing Federal Grant Funding: FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES The CITY and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance. It is further agreed that the clause shall not be modified, except to identify the sub -Consultant who will be subject to its provisions. ACCESS BY THE GRANTEE, SUBGRANTEE, FEDERAL GRANTOR AGENCY AND COMPTROLLER GENERAL The Consultant shall allow access by the grantee, sub grantee, Federal grantor agency and Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultantwhich are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts and transcriptions. s. EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (All construction contracts awarded in excess of $10,000 by grantees and their Consultants or subgrantees). All Consultants and sub -Consultants performing work in connection with this Contract shall provide equal opportunity for employment because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in a conspicuous place available for employees and applicants for employment, such notices as may be required by any authority having jurisdiction over the Work setting forth the provisions of the nondiscrimination law. 4. DAVIS-BACON & RELATED ACTS — This requirement shall not apply to work performed by Consultant under this Agreement, however, Consultant may be required to include requirements for adherence to these statutes when developing Scope of Work / Specification documents for a federally funded project requiring construction, alteration or repair of public buildings or public works. If construction, alteration or repair of public buildings or public works project is funded or assisted under one or more Federal statutes, the Davis -Bacon prevailing wage provisions may apply to the project if any of the applicable statutes requires payment of Davis -Bacon wage rates. 11 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division a. Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In accordance with the statute, Consultant must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must be required to pay wages not less than once a week. b. The Davis -Bacon Act requires that each contract over $2,000 to which the United States or the District of Columbia is a party for the construction, alteration, or repair of public buildings or public works shall contain a clause setting forth the minimum wages to be paid to various classes of laborers and mechanics employed under the contract. Under the provisions of the Act, Consultants or their sub -Consultants are to pay workers employed directly upon the site of the work no less than the locally prevailing wages and fringe benefits paid on projects of a similar character. C. In addition to the Davis -Bacon Act itself, Congress has added prevailing wage provisions to approximately 60 statutes which assist construction projects through grants, loans, loan guarantees, and insurance. These "related Acts" involve construction in such areas as transportation, housing, air and water pollution reduction, and health. Davis -Bacon wage determinations are to be used in accordance with the provisions of Regulations, 29 CFR Part 1, Part 3, and Part 5. s. COPELAND ANTI -KICKBACK ACT. a. The Consultant shall comply with 18 U.S.C. § 874, 40 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. Consultant must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. City must report all suspected or reported violations to the Federal awarding agency. b. Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clause above and such other clauses as the FEMA or other administering Federal agency may by appropriate instructions require, and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for the compliance by any sub -Consultant or lower tier sub -Consultant with all of these contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a Consultant and sub -Consultant as provided in 29 C.F.R. § 5.12. CONTRACT WORK HOURS AND SAFETY STANDARDS. The Consultant shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702-3704) as supplemented by Department of Labor regulations (29 CFR Part 5). "Compliance with the Contract Work Hours and Safety Standards Act." a. (1) Overtime requirements. No Consultant or sub -Consultant 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 12 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. b. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the Consultant and any sub -Consultant responsible therefor shall be liable for the unpaid wages. In addition, such Consultant and sub -Consultant shall be liable to the United States (in the case of 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 (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. C. (3) Withholding for unpaid wages and liquidated damages. The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or sub -Consultant under any such contract or any other federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or sub - Consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. d. (4) Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for compliance by any sub -Consultant or lower tier sub -Consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section." FEDERAL CLEAN AIR AND WATER ACTS Consultant agrees to 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 Act as amended (33 U.S.C. 1251-1387), and will report violations to the applicable federal administrating agency and the Regional Office of the Environmental Protection Agency (EPA). s. DHS SEAL, LOGO, AND FLAGS. Consultant shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific federal pre -approval. 9. SUSPENSION AND DEBARMENT. a. Non-federal entities are subject to the non -procurement debarment and suspension regulations implementing Executive Orders 12549 and 12689, 2 CFR part 180. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs or activities. 13 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life purchasing and Contracts Division b. If the resulting contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Consultant 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). C. The Consultant 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. d. This certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant 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 City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. e. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. ADMINISTRATIVE, CONTRACTUAL, OR LEGAL REMEDIES If Consultant fail to perform to the satisfaction of the City any material requirement of the contract or is in violation of a material provision of the contract, the City shall provide written notice to the Consultant requesting that the breach or noncompliance be remedied within a set time frame outlined in the contract. In the event that a dispute, if any, arises between City and Consultant relating to this Agreement, performance or compensation hereunder, Consultant shall continue to render service in full compliance with all terms and conditions of the resulting agreement as interpreted by City regardless of such dispute. Unless otherwise provided for in the resulting agreement, all claims, counter- claims, disputes and other matters in question between the City and the Contractor, arising out of or relating to the resulting agreement, or the breach of it, will be first forwarded to the City Manager, the parties agree to reasonably negotiate the for resolution of the matter, upon failure of said negotiations to resolve the dispute, the parties may present the matter to a court of competent jurisdiction. 11. RIGHTS TO INVENTIONS Consultant agrees that if this Agreement results in any copyrightable materials or inventions, the Federal Government reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the copyright of said materials or inventions for Federal Government purposes. 12. NO OBLIGATION BY THE FEDERAL GOVERNMENT The federal government is not a party to this contract and is not subject to any obligations or liabilities to the CITY, contractor, or any other party pertaining to any matter resulting from the contract. 13. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS This is an acknowledgement that federal financial assistance will be used to fund the Agreement only. Consultant will comply with all applicable federal law, regulations, 14 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive orders, policies, procedures, and directives. 14. FRAUDULENT STATEMENTS Consultant acknowledges that 31 U.S.C. Chap. 38 applies to Contractor's actions pertaining to this Agreement. 15. ANTI -LOBBYING. Consultants 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. This provision is applicable to all Federal -aid construction contracts and to all related sub -contracts which exceed $100,000 (49 CFR 20). The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. d. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. 16. RECYCLED PRODUCTS / RECOVERED MATERIALS The Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), 15 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT Consultant shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 18. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. f. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; g. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; h. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; i. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; j. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 19. REPORTING & RETENTION OF RECORDS Pursuant to 44 CFR 13.36(i)(7), Consultant shall comply with federal requirements and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide the U.S. Department of Housing and Urban Development, the applicable federal Administrator, the Comptroller General of the United States, or any of their authorized representative access to any books, documents, papers, and records of Consultant which are directly pertinent to this contract for the purpose of making audits, examinations, excerpts, and transcriptions. Also, both Parties agree to provide applicable federal Administrator or his authorized representative access to construction or other work sites pertaining to the work being completed under the Agreement. Notwithstanding any other requirement set forth in this solicitation or the resulting agreement, all required records shall be retained for at minimum three (3) years after final payments and all other pending matters are closed. 20. PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES Prohibitions: Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an 16 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. Unless an exception applies, the Consultant and its sub -Consultants may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (iii) Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. a. Exceptions: This Section does not prohibit Consultant from providing: (i) A service that connects to the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or (ii) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. By necessary implication and regulation, the prohibitions also do not apply to: (i) Covered telecommunications equipment or services that: i. Are not used as a substantial or essential component of any system; and ii. Are not used as critical technology of any system. (ii) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. b. Reporting requirement: In the event Consultant identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Consultant is notified of such by a sub -Consultant at any tier or by any other source, the Consultant shall report the information required of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. The Consultant shall report the following information: (i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within ten (10) business days of submitting the information required of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Consultant shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. The Consultant shall insert the substance of this clause, including this in all subcontracts and other contractual instruments. c. Domestic Preference for Procurements: As appropriate, and to the extent 17 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division consistent with law, the Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 21. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS If applicable, the Consultant grants to City, a paid -up, royalty -free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract, Consultant will identify such data and grant to the City or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this contract, Consultant will deliver to the Consultant data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by Contractor. 22. PERSONALLY, IDENTIFIABLE INFORMATION In accordance with 2 C.F.R. §200.303, regarding internal controls of a non -Federal entity, Consultant must guarantee the protection of all Personally Identifiable Information (PII) obtained. The program will enact necessary measures to ensure PII of all applicants is safeguarded as to avoid release of private information. If a Consultant or employee should experience any loss or potential loss of PII, the City shall be notified immediately of the breach or potential breach. 23. RIGHTS IN DATA Except if otherwise agreed to in writing, the City shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Consultant pursuant to the terms of this solicitation, including but not limited to reports, memoranda or letters concerning the research and reporting tasks required. 24. AFFIRMATIVE SOCIOECONOMIC STEPS If subcontracts are to be let, Consultant is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. 25. INSPECTION AND ACCEPTANCE The City has the right to review, require correction, if necessary, and accept the work 18 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division products produced by the Contractor. Such review(s) shall be carried out within thirty (30) days so as to not impede the work of the Contractor. Any product of work shall be deemed accepted as submitted if the City does not issue written comments and/or required corrections within thirty (30) days from the date of receipt of such product from the Contractor. The Consultant shall make any required corrections promptly at no additional charge and return a revised copy of the product to the City within seven (7) days of notification or a later date if extended by the City. Failure by the Consultant to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the City may terminate the resulting contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 26. DOCUMENTATION OF COSTS All costs shall be supported by properly executed payrolls, time records, invoices, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents, pertaining in whole or in part to the Agreement, shall be clearly identified and regularly accessible. 27. INCREASING SEAT BELT USE IN THE UNITED STATES. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultantis encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company -owned, rented or personally owned vehicles. 28. REDUCING TEXT MESSAGING WHILE DRIVING Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant 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. 29. DISCRIMINATION PROHIBITED. Statutes and regulations prohibiting discrimination which may be applicable to the resulting agreement include, without limitation, the following: a. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; b. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; C. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and e. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 19 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. 30. DRUG FREE WORKPLACE This certification is required by the regulations implementing Sections 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 USC 701 et seq.), 7 CFR Part 3017, Subpart F, Section 3017-600, Purpose. The January 31, 1989, regulations were amended and published as Part II of the May 25, 1990 Federal Register (pages 21681-21691). 31. PROHIBITION OF GRATUITIES By submission for this solicitation, the Consultant certifies that no employee has or shall benefit financially or materially from such submission or subsequent contract. Any contract issued as a result of this solicitation may be terminated at such time as it is determined that gratuities of any kind were either offered or received by any of the aforementioned persons. Agreed to and incorporated into Consultant's Continuing Services Agreement #22-01 Q Chen Moore and Associates Company Signature"qF&Ahorized Representative Peter Moore, P.E., F.ASCE, FACEC, President Type/Print Name of Authorized Representative November 21, 2022 Date 20 FEDERAL GRANT REQUIREMENTS Client#: 25320 KIMLHORN ACORD.. CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 10/07/2022 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 any rights to the certificate holder in lieu of such endorsement(s). PRODUCER Greyling Ins. Brokerage/EPIC 3780 Mansell Road, Suite 370 Alpharetta, GA 30022 CONTACT Jerry Noyola PHONE 770-220-7699 FAX A/C, No, Ext : A/C, No): E-MAIL no ola re Iln ADDRESS: er rY• Y @9 Y g•com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: National Union Fire Ins. Co. 19445 INSURED Kimley-Horn and Associates, Inc. 421 Fayetteville Street, Suite 600 Raleigh, NC 27601 INSURER B : Allied World Assurance Company (U.S.) 19489 INSURER c :New Hampshire Ins. Co. 23841 INSURER D : Lloyds of London 085202 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 22-23 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MMIDD LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE 1* OCCUR GL5268169 4/01/2022 04/01 /2023 EACH OCCURRENCE $ 1,000,000 PREMISES (E. RENTED $500,000 X MED EXP (Any one person) $25,000 Contractual Liab PERSONAL & ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY XI JECOT FX LOC GENERAL AGGREGATE $2,000,000 PRODUCTS-COMP/OPAGG $2,000,000 $ OTHER: A AUTOMOBILE LIABILITY CA4489663 4/01/2022 04/01/202 CEa OMBINED SINGLE LIMIT accident $2,000,000 X BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ X HIRED AUTOS ONLY X NON -OWNED AUTOS ONLY PROPERTY MAGE Per accidentDA $ $ B X UMBRELLA LIAB X OCCUR 03127930 4/01/2022 04/01/2023 EACH OCCURRENCE $5 000 000 AGGREGATE s5,000,000 X EXCESS LIAB CLAIMS -MADE DED I X RETENTION S10 000 $ C C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N OFFICEWMEIM OR/PARBER NEE/E ECUTIVE� N/A WC015893685 AOS ( ) WC015893686 (CA) 4/01/2022 4/01/2022 04/01/202 04/01/202 TH- X PERT IO E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 D Professional Liab B0146LDUSA2204949 4/01/2022 04/01/2023 Per Claim $2,000,000 Aggregate $2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: AGREEMENT FOR PROFESSIONAL SERVICES 22-01Q, Stefano Viola. CITY OF TAMARAC, its officers, employees and agents are named as Additional Insureds on the above referenced liability policies with the exception of workers compensation & professional liability where required by written contract. Waiver of Subrogation in favor of CITY OF TAMARAC where required by written contract & allowed by law. Should any of the above described policies be cancelled by the issuing insurer (See Attached Descriptions) CITY OF TAMARAC 7525 NW 88TH AVE, ROOM 101 Fort Lauderdale, FL 33321 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 A(v. ACORD 25 (2016/03) 1 of 2 #S3421851/M3180887 ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD REGA1 DESCRIPTIONS (Continued from Page 1) before the expiration date thereof, we will endeavor to provide 30 days' written notice (except 10 days for nonpayment of premium) to the Certificate Holder. enrlTr A Oc o 1-4-- #S3421851/M3180887 TAMARAC The City For Your Life City of Tamarac and Contracts Division AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC ON11 CPZ ARCHITECTS, INCORPORATED THIS AGREEMENT is made and entered into this 01-1day of DgX-11- 202_r2, and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and CPZ Architects Incorporated, a Florida corporation with principal offices located at 4316 W. Broward Boulevard, Plantation, Florida 33317, (the "Consultant") to provide for "as needed" project task services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: 0 Architecture Services 2.1.3 Consultant shall perform engineering/architectural/surveying services as detailed in the specific Work/Task Authorization agreement as approved by City. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a specific Task Authorization is provided in writing to Consultant by appropriate City award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life of Tamarac Purchasing and Contracts Division total term, Consultant agrees to extend this Agreement on a month -to -month basis until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life of Tamarac Purchasing and Contracts Division Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. Professional Liability (Errors and Omissions) Insurance: $1,000,000 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac _ Purchasing and Contracts Division 14. SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.1 Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.5 No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. 22 OWNERSHIP OF DOCUMENTS Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. 23. FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 24. NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: Chris P. Zimmerman, AIA CPZ Architects, Inc. 4316 W. Broward Boulevard Plantation, Florida 33317 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-Consultant/sub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. 22-01Q — Continuing Services Agreements TAMARAC The City For Your Life of Tamarac Purchasing and Contracts Division Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 27. CUSTODIAN OF RECORDS IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 28. FEDERALLY FUNDED GRANT PROJECTS When projects are funded by a grant provided by the United States Government, or when the CITY is a recipient of federal funding through a State or other governmental entity as a subrecipient, Consultant agrees to incorporate the requirements of Part 2 Code of Federal Regulations Appendix II enumerated in Attachment C "Requirements for Projects Funded by Federal Grants." Remainder of Page Intentionally Blank 22-01 Q — Continuing Services Agreements TAMARAC �- The City For Your Life City of 7 amarac Purchasing and Contracts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its City Manager, and CONSULTANT, signing by and through its President, duly authorized to execute same. ``,I{1111It I,,f ��OF TAM ATTEST: ' W ; ESTABLISHED. -I: _ _ 1963 � iL -EAL 'tea Kimberly Dillo , City Clerk '�.,'�';�•''•••''-�^�� /�COWA \,.�, 2- � -/- r l' Date Type/Pri ame of Corporate Secy (CORPORATE SEAL) ITY OF TAMA n 760n, City Manage (1�/ I (C�� Date Approve4*00form and legal sufficiency: 114112 "Arm W� 1 Chris P. Zimmerman, AIA, President Name of President /to & Dat 22-01Q — Continuing Services Agreements of Tamarac TAMARAC The City For Your Life CORPORATE ACKNOWLEDGEMENT STATE OF +IOt d(nA :SS COUNTY OF and Contracts Division I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared C�rts� f QV2- Arck," a 1 l r, Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this&y of Oc-+p6p—r— , 20� Signature o tary Public 2o1r?;p�eGc GRETER P. PEREZ State of ida at Large 410 Commission # HH 092899 oe Expires February 26, 2025 I.," Bonded Thru BUdgel Notary services Print, Type or Stamp Name of Notary Public [� Personally known to me or ❑ Produced Identification Type of I.D. Produced ❑ DID take an oath, or ❑ DID NOT take an oath. 22-01Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01Q — Continuing Services Agreements f l A � i L. Q R 1 a A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT# RFQ # 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/]imited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31%2-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns. 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2 of 17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Billine. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE 5. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at anytime during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services underthis Agreement (the "Commitment") forthe scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedyfor Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to OESBD. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by OESBD) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9of17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK «@TAMARAC.ORG, 7525 NW 88T" AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC 22 Kathleen Gunn, City Manager day of , 20 I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 FOR INDIVIDUAL WITNESSES: Signature Print/Type Name Signature Print/Type Name OR CORPORATION ATTEST: Secretary (Typed Name of Secretary) CORPORATE SEAL RFQ #22-01Q BCF #202 Addendum 7/14/2021 rnNCi II TAnIT ISM (Please Type Name) _ day of Pit (Typed Name of Consultant/Firm) LZ President/Vice President (Typed Name and Title) day of M Page 14 of 17 Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 City of Tamarac Kathleen Gunn, City Manager Date: Page 15 of 17 Exhibit A-1 Reimbursables for Direct Non -Salary Expenses I Reimbursable I Maximum Reimbursable Total Maximum Reimbursables: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_j Project Title: [_j Facility Name: [_j No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmaIIBusiness/Pages/Certification.aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: h_ttps://www.broward.orq/EconDev/DoingBusiness/Pages/CertifiedFirmDire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life of Tamarac Purchasing and Contracts Division 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.org/EconDev/SmallBusiness/Documents/SurtaxPr oiectsServiceslntent.pdf 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.org/EconDev/SmallBusiness/Documents/GoodFai thEffortsEvaluation.pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement HMI 0 1 0 The City For Your Life of Tamarac Purchasing and Contracts Division participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: https://www.broward.ora/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/IocaIcertificationprograms.aspx 22-01Q — Continuing Services Agreement of Tamarac TAMARAC The City For Your Life Agreement Attachment B Schedule of Hourly Rates and Contracts Division Hourly Rates TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01 Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in §� 200.317 through 200.327. In accordance with the requirements of this grant/s, the CITY shall maintain oversight to ensure that Consultants perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders 3. 200.318 (c)(1) FEDERAL NON -CONFLICT a. The CITY maintains written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ FEDERAL GRANT REQUIREMENTS TAMARA City of Tamarac The City For Your Life Purchasing and Contracts Division any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the CITY may neither solicit nor accept gratuities, favors, or anything of monetary value from Consultants or parties to subcontracts. However, non - Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the CITY. b. The CITY maintains written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the CITY is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. 4. 200.318 (d) AVOIDING ACQUISITION OF UNNECESSARY OR DUPLICATIVE ITEMS The CITY shall consider consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical approach. e. 200.318 (e) PROMOTE COST-EFFECTIVE USE OF SHARED SERVICES To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the CITY encourages entering into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. Competition requirements will be met with documented procurement actions using strategic sourcing, shared services, and other similar procurement arrangements. 6. 200.318 (f) SURPLUS PROPERTY The CITY encourages the use of Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. 200.318 (g) VALUE ENGINEERING The CITY encourages the use of value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at an overall lower cost. 8. 200.318 (h) RESPONSIBLE CONTRACTOR The CITY shall award contracts only to responsible Consultants possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as Consultant integrity, compliance with public policy, record of past performance, and financial and technical resources. See also § 200.214. s. 200.318 (i) HISTORY/METHODOLOGLY OF PROCUREMENT The CITY shall maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to, the following: Rationale for the method of procurement, selection of contract type, Consultant selection or rejection, and the basis for the contract price. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 10. 200.318 Q) TIME -AND -MATERIALS CONTRACT The CITY may use a time -and -materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the Consultant exceeds at its own risk. Time -and -materials type contract means a contract whose cost to the CITY is the sum of: a. The actual cost of materials; and b. Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the Consultant for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the Consultant exceeds at its own risk. Further, if this methodology is utilized the CITY awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the Consultant is using efficient methods and effective cost controls. 11. 200.318 (k) The CITY alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the CITY of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the CITY unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 12. 200.319 COMPETITION a. All procurement transactions for the acquisition of property or services required under a Federal award must be conducted in a manner providing full and open competition consistent with the standards of this section and 200.320. b. In order to ensure objective Consultant performance and eliminate unfair competitive advantage, Consultants that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: 1. Placing unreasonable requirements on firms in order for them to qualify to do business; 2. Requiring unnecessary experience and excessive bonding; 3. Noncompetitive pricing practices between firms or between affiliated companies; 4. Noncompetitive contracts to consultants that are on retainer contracts; 5. Organizational conflicts of interest; 6. Specifying only a "brand name" product instead of allowing "an equal' product to be offered and describing the performance or other relevant requirements of the procurement; and 7. Any arbitrary action in the procurement process. The CITY must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. d. The CITY has written procedures for procurement transactions. These procedures must ensure that all solicitations: 1. Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent" description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and 2. Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. e. The CITY has ensured that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the CITY has not precluded potential bidders from qualifying during the solicitation period. f. Noncompetitive procurements can only be awarded in accordance with 200.320(c). 13. 200.320 Methods of procurement to be followed The CITY has documented procurement procedures, consistent with the standards of this section and §� 200.317, 200.318, and 200.319 for any of the following methods of procurement used for the acquisition of property or services required under a Federal award or sub -award. a. Informal procurement methods. When the value of the procurement for property or services under a Federal award does not exceed the simplified acquisition threshold (SAT), as defined in 200.1, or a lower threshold established by the CITY, formal procurement methods are not required. The CITY may use informal procurement methods to expedite the completion of its transactions and minimize the associated administrative burden and cost. The informal methods used for procurement of property or services at or below the SAT include: 1. Micro -purchases — i. Distribution. The acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (See the definition of micro -purchase in 200.1). To the maximum extent practicable, the CITY should distribute micro - purchases equitably among qualified suppliers. ii. Micro -purchase awards. Micro -purchases may be awarded without soliciting competitive price or rate quotations if the CITY considers the price to be reasonable based on research, experience, purchase history or other information and documents it FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division files accordingly. Purchase cards can be used for micro -purchases if procedures are documented and approved by the CITY. iii. Micro -purchase thresholds. The CITY is responsible for determining and documenting an appropriate micro -purchase threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. The micro -purchase threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. The CITY may establish a threshold higher than the Federal threshold established in the Federal Acquisition Regulations (FAR) in accordance with Paragraphs (a)(1)(iv) and (v) of this section. iv. CITY increase to the micro -purchase threshold up to $50,000. The CITY may establish a threshold higher than the micro -purchase threshold identified in the FAR in accordance with the requirements of this section. The CITY may self -certify a threshold up to $50,000 on an annual basis and must maintain documentation to be made available to the Federal awarding agency and auditors in accordance with § 200.334. The self -certification must include a justification, clear identification of the threshold, and supporting documentation of any of the following: A. A qualification as a low -risk auditee, in accordance with the criteria in 200.520 for the most recent audit; B. An annual internal institutional risk assessment to identify, mitigate, and manage financial risks; or, C. For public institutions, a higher threshold consistent with State law. V. The CITY may increase to the micro -purchase threshold over $50,000. Micro -purchase thresholds higher than $50,000 must be approved by the cognizant agency for indirect costs. The CITY must submit a request with the requirements included in paragraph a 1 iv of this section. The increased threshold is valid until there is a change in status in which the justification was approved. 2. Small purchases — i. Small purchase procedures. The acquisition of property or services, the aggregate dollar amount of which is higher than the micro -purchase threshold but does not exceed the simplified acquisition threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources as determined appropriate by the CITY. ii. Simplified acquisition thresholds. The CITY is responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk and its documented procurement procedures which must not exceed the threshold established in the FAR. When applicable, a lower simplified acquisition threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. b. Formal procurement methods. When the value of the procurement for property or services under a Federal financial assistance award exceeds the SAT, or a lower threshold established by the CITY, formal procurement methods are required. Formal procurement methods require following documented procedures. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Formal procurement methods also require public advertising unless a non- competitive procurement can be used in accordance with § 200.319 or paragraph (c) of this section. The following formal methods of procurement are used for procurement of property or services above the simplified acquisition threshold or a value below the simplified acquisition threshold the CITY determines to be appropriate: 1. Sealed bids. A procurement method in which bids are publicly solicited and a firm fixed -price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bids method is the preferred method for procuring construction, if the conditions. i. In order for sealed bidding to be feasible, the following conditions should be present: A. A complete, adequate, and realistic specification or purchase description is available; B. Two or more responsible bidders are willing and able to compete effectively for the business; and C. The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. ii. If sealed bids are used, the following requirements apply: A. Bids must be solicited from an adequate number of qualified sources, providing them sufficient response time prior to the date set for opening the bids, for local, and tribal governments, the invitation for bids must be publicly advertised; B. The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; C. All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; D. A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of; and E. Any or all bids may be rejected if there is a sound documented reason. 2. Proposals. A procurement method in which either a fixed price or cost - reimbursement type contract is awarded. Proposals are generally used when conditions are not appropriate for the use of sealed bids. They are awarded in accordance with the following requirements: i. Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Proposals must be solicited from an adequate number of qualified offerors. Any FEDERAL GRANT REQUIREMENTS iA�MAR'A City of Tamarac The City For Your Life Purchasing and Contracts Division response to publicized requests for proposals must be considered to the maximum extent practical; ii. The CITY has a written method for conducting technical evaluations of the responsible proposals received and making selections; iii. Contracts must be awarded to the responsible offeror whose proposal is most advantageous to the CITY, with price and other factors considered; and iv. The CITY may use competitive proposal procedures for qualifications -based procurement of architectural/engineering (A/E) professional services whereby offeror's qualifications are evaluated and the most qualified offeror is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms that are a potential source to perform the proposed effort. C. Noncompetitive procurement. There are specific circumstances in which noncompetitive procurement can be used. Noncompetitive procurement can only be awarded if one or more of the following circumstances apply: 1. The acquisition of property or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (see paragraph (a)(1) of this section); 2. The item is available only from a single source; 3. The public exigency or emergency for the requirement will not permit a delay resulting from publicizing a competitive solicitation; 4. The Federal awarding agency or pass -through entity expressly authorizes a noncompetitive procurement in response to a written request from the CITY; or 5. After solicitation of a number of sources, competition is determined inadequate. 14. 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. a. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; C. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 15. 200.322 Domestic preferences for procurements (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) a. As appropriate and to the extent consistent with law, the CITY, to the greatest extent practicable under a Federal award, will provide a preference and encourages the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this award. b. For purposes of this section: 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. 2. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 16. 200.322 Procurement of recovered materials (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) The CITY encourages and the Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. 200.324 Contract cost and price a. The CITY has performed a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the CITY has made independent estimates before receiving bids or proposals. b. The CITY shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where 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. C. Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the CITY under subpart E of this part. The FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division CITY may reference its own cost principles that comply with the Federal cost principles. d. The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 18. 200.325 Federal awarding agency or pass -through entity review a. The CITY will make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the CITY desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. b. The CITY shall make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: 1. The CITY's procurement procedures or operation fails to comply with the procurement standards in this part; 2. The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; 3. The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; 4. The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or 5. A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. C. The CITY would be exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. 1. The CITY may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third -party contracts are awarded on a regular basis; 2. The CITY may self -certify its procurement system. Such self -certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the CITY that it is complying with these standards. The CITY must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 19. 200.326 Bonding Requirements For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division accept the bonding policy and requirements of the CITY provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: a. A bid guarantee from each bidder equivalent to five percent (5%) of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. b. A performance bond on the part of the Consultant for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's requirements under such contract. C. A payment bond on the part of the Consultant for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 20. 200.327 Contract provisions The CITY's contracts shall contain the applicable provisions described in appendix II to this part. Remainder of Page Intentionally Blank 10 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Appendix II of 2 CFR 200 Consultant agrees to all Provisions shown below under Appendix II of 2 CFR 200 as sections which are hereby incorporated in this Agreement for projects utilizing Federal Grant Funding: FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES The CITY and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance. It is further agreed that the clause shall not be modified, except to identify the sub -Consultant who will be subject to its provisions. 2. ACCESS BY THE GRANTEE, SUBGRANTEE, FEDERAL GRANTOR AGENCY AND COMPTROLLER GENERAL The Consultant shall allow access by the grantee, sub grantee, Federal grantor agency and Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultantwhich are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts and transcriptions. 3. EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (All construction contracts awarded in excess of $10,000 by grantees and their Consultants or subgrantees). All Consultants and sub -Consultants performing work in connection with this Contract shall provide equal opportunity for employment because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in a conspicuous place available for employees and applicants for employment, such notices as may be required by any authority having jurisdiction over the Work setting forth the provisions of the nondiscrimination law. 4. DAVIS-BACON & RELATED ACTS — This requirement shall not apply to work performed by Consultant under this Agreement, however, Consultant may be required to include requirements for adherence to these statutes when developing Scope of Work / Specification documents for a federally funded project requiring construction, alteration or repair of public buildings or public works. If construction, alteration or repair of public buildings or public works project is funded or assisted under one or more Federal statutes, the Davis -Bacon prevailing wage provisions may apply to the project if any of the applicable statutes requires payment of Davis -Bacon wage rates. 11 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division a. Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In accordance with the statute, Consultant must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must be required to pay wages not less than once a week. b. The Davis -Bacon Act requires that each contract over $2,000 to which the United States or the District of Columbia is a party for the construction, alteration, or repair of public buildings or public works shall contain a clause setting forth the minimum wages to be paid to various classes of laborers and mechanics employed under the contract. Under the provisions of the Act, Consultants or their sub -Consultants are to pay workers employed directly upon the site of the work no less than the locally prevailing wages and fringe benefits paid on projects of a similar character. C. In addition to the Davis -Bacon Act itself, Congress has added prevailing wage provisions to approximately 60 statutes which assist construction projects through grants, loans, loan guarantees, and insurance. These "related Acts" involve construction in such areas as transportation, housing, air and water pollution reduction, and health. Davis -Bacon wage determinations are to be used in accordance with the provisions of Regulations, 29 CFR Part 1, Part 3, and Part 5. 5. COPELAND ANTI -KICKBACK ACT. a. The Consultant shall comply with 18 U.S.C. § 874, 40 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. Consultant must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. City must report all suspected or reported violations to the Federal awarding agency. b. Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clause above and such other clauses as the FEMA or other administering Federal agency may by appropriate instructions require, and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for the compliance by any sub -Consultant or lower tier sub -Consultant with all of these contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a Consultant and sub -Consultant as provided in 29 C.F.R. § 5.12. CONTRACT WORK HOURS AND SAFETY STANDARDS. The Consultant shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702-3704) as supplemented by Department of Labor regulations (29 CFR Part 5). "Compliance with the Contract Work Hours and Safety Standards Act." a. (1) Overtime requirements. No Consultant or sub -Consultant 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 12 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. b. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the Consultant and any sub -Consultant responsible therefor shall be liable for the unpaid wages. In addition, such Consultant and sub -Consultant shall be liable to the United States (in the case of 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 (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. C. (3) Withholding for unpaid wages and liquidated damages. The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or sub -Consultant under any such contract or any other federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or sub - Consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. d. (4) Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for compliance by any sub -Consultant or lower tier sub -Consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section." FEDERAL CLEAN AIR AND WATER ACTS Consultant agrees to 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 Act as amended (33 U.S.C. 1251-1387), and will report violations to the applicable federal administrating agency and the Regional Office of the Environmental Protection Agency (EPA). s. DHS SEAL, LOGO, AND FLAGS. Consultant shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific federal pre -approval. s. SUSPENSION AND DEBARMENT. a. Non-federal entities are subject to the non -procurement debarment and suspension regulations implementing Executive Orders 12549 and 12689, 2 CFR part 180. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs or activities. 13 FEDERAL GRANT REQUIREMENTS i 0 J City of Tamarac The City For Your Life Purchasing and Contracts Division b. If the resulting contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Consultant 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). C. The Consultant 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. d. This certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant 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 City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. e. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. ADMINISTRATIVE, CONTRACTUAL, OR LEGAL REMEDIES If Consultant fail to perform to the satisfaction of the City any material requirement of the contract or is in violation of a material provision of the contract, the City shall provide written notice to the Consultant requesting that the breach or noncompliance be remedied within a set time frame outlined in the contract. In the event that a dispute, if any, arises between City and Consultant relating to this Agreement, performance or compensation hereunder, Consultant shall continue to render service in full compliance with all terms and conditions of the resulting agreement as interpreted by City regardless of such dispute. Unless otherwise provided for in the resulting agreement, all claims, counter- claims, disputes and other matters in question between the City and the Contractor, arising out of or relating to the resulting agreement, or the breach of it, will be first forwarded to the City Manager, the parties agree to reasonably negotiate the for resolution of the matter, upon failure of said negotiations to resolve the dispute, the parties may present the matter to a court of competent jurisdiction. 11. RIGHTS TO INVENTIONS Consultant agrees that if this Agreement results in any copyrightable materials or inventions, the Federal Government reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the copyright of said materials or inventions for Federal Government purposes. 12. NO OBLIGATION BY THE FEDERAL GOVERNMENT The federal government is not a party to this contract and is not subject to any obligations or liabilities to the CITY, contractor, or any other party pertaining to any matter resulting from the contract. 13. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS This is an acknowledgement that federal financial assistance will be used to fund the Agreement only. Consultant will comply with all applicable federal law, regulations, 14 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive orders, policies, procedures, and directives. 14. FRAUDULENT STATEMENTS Consultant acknowledges that 31 U.S.C. Chap. 38 applies to Contractor's actions pertaining to this Agreement. 15. ANTI -LOBBYING. Consultants 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. This provision is applicable to all Federal -aid construction contracts and to all related sub -contracts which exceed $100,000 (49 CFR 20). The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. d. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. 16. RECYCLED PRODUCTS / RECOVERED MATERIALS The Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), 15 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT Consultant shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 18. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. f. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; g. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; h. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; L Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; j. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 19. REPORTING & RETENTION OF RECORDS Pursuant to 44 CFR 13.36(i)(7), Consultant shall comply with federal requirements and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide the U.S. Department of Housing and Urban Development, the applicable federal Administrator, the Comptroller General of the United States, or any of their authorized representative access to any books, documents, papers, and records of Consultant which are directly pertinent to this contract for the purpose of making audits, examinations, excerpts, and transcriptions. Also, both Parties agree to provide applicable federal Administrator or his authorized representative access to construction or other work sites pertaining to the work being completed under the Agreement. Notwithstanding any other requirement set forth in this solicitation or the resulting agreement, all required records shall be retained for at minimum three (3) years after final payments and all other pending matters are closed. 20. PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES Prohibitions: Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an 16 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. Unless an exception applies, the Consultant and its sub -Consultants may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (iii) Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. a. Exceptions: This Section does not prohibit Consultant from providing: (i) A service that connects to the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or (ii) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. By necessary implication and regulation, the prohibitions also do not apply to: (i) Covered telecommunications equipment or services that: i. Are not used as a substantial or essential component of any system; and ii. Are not used as critical technology of any system. (ii) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. b. Reporting requirement: In the event Consultant identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Consultant is notified of such by a sub -Consultant at any tier or by any other source, the Consultant shall report the information required of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. The Consultant shall report the following information: (i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within ten (10) business days of submitting the information required of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Consultant shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. The Consultant shall insert the substance of this clause, including this in all subcontracts and other contractual instruments. C. Domestic Preference for Procurements: As appropriate, and to the extent 17 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division consistent with law, the Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 21. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS If applicable, the Consultant grants to City, a paid -up, royalty -free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract, Consultant will identify such data and grant to the City or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this contract, Consultant will deliver to the Consultant data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by Contractor. 22. PERSONALLY, IDENTIFIABLE INFORMATION In accordance with 2 C.F.R. §200.303, regarding internal controls of a non -Federal entity, Consultant must guarantee the protection of all Personally Identifiable Information (PII) obtained. The program will enact necessary measures to ensure PII of all applicants is safeguarded as to avoid release of private information. If a Consultant or employee should experience any loss or potential loss of PII, the City shall be notified immediately of the breach or potential breach. 23. RIGHTS IN DATA Except if otherwise agreed to in writing, the City shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Consultant pursuant to the terms of this solicitation, including but not limited to reports, memoranda or letters concerning the research and reporting tasks required. 24. AFFIRMATIVE SOCIOECONOMIC STEPS If subcontracts are to be let, Consultant is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. 25. INSPECTION AND ACCEPTANCE The City has the right to review, require correction, if necessary, and accept the work 18 FEDERAL GRANT REQUIREMENTS i i'�1 iTI-TT��:7�[ City of Tamarac The City For Your Life Purchasing and Contracts Division products produced by the Contractor. Such review(s) shall be carried out within thirty (30) days so as to not impede the work of the Contractor. Any product of work shall be deemed accepted as submitted if the City does not issue written comments and/or required corrections within thirty (30) days from the date of receipt of such product from the Contractor. The Consultant shall make any required corrections promptly at no additional charge and return a revised copy of the product to the City within seven (7) days of notification or a later date if extended by the City. Failure by the Consultant to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the City may terminate the resulting contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 26. DOCUMENTATION OF COSTS All costs shall be supported by properly executed payrolls, time records, invoices, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents, pertaining in whole or in part to the Agreement, shall be clearly identified and regularly accessible. 27. INCREASING SEAT BELT USE IN THE UNITED STATES. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultantis encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company -owned, rented or personally owned vehicles. 28. REDUCING TEXT MESSAGING WHILE DRIVING Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant 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. 29. DISCRIMINATION PROHIBITED. Statutes and regulations prohibiting discrimination which may be applicable to the resulting agreement include, without limitation, the following: a. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; b. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; C. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and e. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 19 FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. so. DRUG FREE WORKPLACE This certification is required by the regulations implementing Sections 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 USC 701 et seq.), 7 CFR Part 3017, Subpart F, Section 3017-600, Purpose. The January 31, 1989, regulations were amended and published as Part II of the May 25, 1990 Federal Register (pages 21681-21691). 31. PROHIBITION OF GRATUITIES By submission for this solicitation, the Consultant certifies that no employee has or shall benefit financially or materially from such submission or subsequent contract. Any contract issued as a result of this solicitation may be terminated at such time as it is determined that gratuities of any kind were either offered or received by any of the aforementioned persons. Agreed to and incorporated into Consultant's Continuing Services Agreement #22-01 Q CPZ Architects, Inc. Company Signore of Authorized Representative Chris Zimmerman Type/Print Name of Authorized Representative November 18, 2022 Date 20 FEDERAL GRANT REQUIREMENTS CI ient#: 1050588 CPZARCI ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 10/14/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: USI Insurance Services, LLC PHONE 813 321-7500 FAAc 3-7525A/C No Ext : No): 813 2502 N Rocky Point Drive E-MAIL Suite 400 ADDRESS: Tampa, FL 33607 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Phoenix Insurance Company 25623 INSURED INSURER B : Travelers Property Casualty Ins. Co 36161 CPZ Architects, Inc. Travelers Casualty and Surety Company INSURER C: y Y p Y 19038 West Brow331ard Blvd. INSURER D : National Casualty Company 11991 Plan Plantation, FL 33317 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR 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. LTRR TYPE OF INSURANCE ADDLSUBR NSR WVD POLICY NUMBER MM/DD/YYYY MEFF M/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR X X 6801 H881909 10/16/2021 10/16/2022 EACH OCCURRENCE $1 00O 000 PREMISESOERENTED r nce $1 00O 000 IVIED EXP (Any one person) $10 000 PERSONAL & ADV INJURY $1 00O 000 GEN'L AGGREGATE LIMIT APPLIES PER: PRO - POLICY 51JECT ❑ LOC OTHER: GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $2,000,000 $ A AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY X AUTOS ONLY X X 6801 H881909 10/16/2021 10/16/2022 COMBINED SINGLE LIMIT Ea accident)1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Per accident $ B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE X X CUP6G403954 10/16/2021 10/16/2022 EACH OCCURRENCE s3,000,000 AGGREGATE s3,000,000 DED I X RETENTION $10000 $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? 51 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A X UB7J181936 10/16/2021 10/16/202 X PER OTH- E.L. EACH ACCIDENT $1 00O 000 E.L. DISEASE - EA EMPLOYEE $1 000 000 E.L. DISEASE - POLICY LIMIT $1 00O 000 D Professional Liability JE00000735 10/16/2021 10/16/2022 $2,000,000 per claim $2,000,000 annl aggr. DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Professional Liability coverage is written on a claims -made basis. City of Tamarac is an additional insured with respect to General Liability as required by written contract. 01AIL i1�1993: City of Tamarac 7525 N.W. 88th Avenue Tamarac, FL 33321 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) 1 of 1 #S33736294/M33733045 1�,' ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CVVZP TAMARAC The City For Your Life AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC AND EAC CONSULTING, INC. THIS AGREEMENT is made and entered into this/q,1/tiay of MX'fl- 202a- and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and EAC Consulting, Inc., a Florida corporation with principal offices located at 5959 Blue Lagoon Drive, Suite 410, Miami, Florida 33126 (the "Consultant') to provide for "as needed" project task services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01 Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: Civil Engineering Transportation Consulting Construction Engineering & Inspections 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life 2.1.3 Consultant shall perform engineering/architectural/surveying services as detailed in the specific Work/Task Authorization agreement as approved by City. 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a 22-01Q — Continuing Services Agreements TAMARAC The City For Your Life specific Task Authorization is provided in writing to Consultant by appropriate City award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential total term, Consultant agrees to extend this Agreement on a month -to -month basis until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements orjudgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties 22-01 Q — Continuing Services Agreements TAMAR�AC The City For Your Life therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict 22-01 Q — Continuing Services Agreements Lil TAMARAC The City For Your Life C with City, State, or United States policies, rules or regulations relating to the use of Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VI I, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. 22-01 Q — Continuing Services Agreements 5�1 TAMARAC The City For Your Life Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. Professional Liability (Errors and Omissions) Insurance: $1,000,000. The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life Ptl ('-17aSiri4 a!0 Cun&�,'as continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 14. SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-010 — Continuing Services Agreements rf TAMS RAC The City For Your Life 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.1 Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.5 No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01 Q — Continuing Services Agreements _f TAMS AC The City For Your Life C I,'j' Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. 22 OWNERSHIP OF DOCUMENTS Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. 23. FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 24. NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: Mr. Huntley Higgins, Vice President EAC Consulting, Incorporated 5959 Blue Lagoon Drive, Suite 410 Miami, Florida 33126 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-Consultant/sub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 27. CUSTODIAN OF RECORDS IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS 22-01 Q — Continuing Services Agreements L11 TAMARAC The City For Your Life City of 7F'Ilnarac Purchasing and Contracts Division RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 28. FEDERALLY FUNDED GRANT PROJECTS When projects are funded by a grant provided by the United States Government, or when the CITY is a recipient of federal funding through a State or other governmental entity as a subrecipient, Consultant agrees to incorporate the requirements of Part 2 Code of Federal Regulations Appendix II enumerated in Attachment C "Requirements for Projects Funded by Federal Grants." Remainder of Page Intentionally Blank 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its City Manager, and CONSULTANT, signing by and through its Vice President, duly authorized to execute same. y1'I 11fp51 q11,//, ' _ �1c,E�ED •• �C °• SQL .• O d .�v COON,,. ATTEST: Kimberly Dillbn, CMC City Clerk 121, it`11 •7327, Date ITY OF leen Gunn, City Manager t2-/ f � /u Date Appro*"s to form anV legal sufficiency: Jol'n Resin", Jr., \ I 1\ I ► tP (z2 Date ATTEST: EAC Consulting, Inc. Company (Corporate Secretary) Signature Marie Chong Type/Print Nab �r f�i G r G'��QlF • �Z QAI- (CORPOR46i3E Mr. Huntley Higgins, Vice President Name of President Date ►0/ -IvzL- 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF Florida :SS COUNTY OF Miami -Dade I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Marie Chong of EAC Consulting, Inc. a Florida Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this .r7day of October , 2022. ign ure of Notary Public En JANINE E. ORTEGA State of Florida at Large Notary Publlc - State of Florida Commission # HH 035905 My Comm. Expires Aug29,2024 Janine Ortega ded through National NotaryAssn. Print, Type or Stamp Name of Notary Public [� Personally known to me or ❑ Produced Identification Type of I.D. Produced ❑ DID take an oath, or EV DID NOT take an oath. 22-01Q— Continuing Services Agreements TAMAR, ,AC The City For Your Life C rrY of 1 rnarac Pii _;basin,; an_I Cc n ��ri f) i =•_gin Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01Q — Continuing Services Agreements BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT# RFQ# 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/limited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31%-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns. 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2 of 17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Billing. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE S. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at any time during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services under this Agreement (the "Commitment") for the scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedy for Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to OESBD. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by OESBD) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9 of 17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK@TAMARAC.ORG, 7525 NW 88T" AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC Kathleen Gunn, City Manager day of , 20_ I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 [FOR INDIVIDUAL] WITNESSES: Signature Print/Type Name Signature Print/Type Name [FOR CORPORATION] ATTEST: Secretary (Typed Name of Secretary) CORPORATE SEAL RFQ #22-01Q BCF #202 Addendum 7/14/2021 CONSULTANT By (Please Type Name) day of 20_ (Typed Name of Consultant/Firm) ME President/Vice President (Typed Name and Title) Page 14 of 17 day of r� Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 15 of 17 City of Tamarac Kathleen Gunn, City Manager Date: Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Reimbursable I Maximum Reimbursable I Total Maximum Reimbursables: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_] Project Title: [_j Facility Name: [_] No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life City of lw o rac PurciiasilIq and Corr6 SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TA�ARAC The City For Your Life anJ Co?,,tra;1trs oiV;sioo Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmallBusiness/Pages/Certification.aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: https://www.broward.orq/EconDev/DoingBusiness/Pages/CertifiedFirmDire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement T. AMARAC The city For Your Life 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.orq/EconDev/SmallBusiness/Documents/SurtaxPr oiectsServicesInten t.pdf 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.org/EconDev/SmallBusiness/Documents/GoodFai thEffortsEvaluation.pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement TAMA,RAC The City For Your Life , of i , F ui_;i; a �i y aril Conir, ,i C)i; ;i;r, i participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: httos://www.broward.ora/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/localcertificationprograms.aspx 22-01Q — Continuing Services Agreement TAMARAC The City For Your Life Poichasniy_endCc itla---ts Agreement Attachment B Schedule of Hourly Rates E ^ or- -A Arm` EAC Consulting, Inc. October 7, 2022 City of Tamarac RFQ 22-01 Q Agreement Attachment B Schedule of Hourly Rates Job Classification Hourly (Raw) Multiplier Hourly Billable Principal -in -Charge 96.00 3.26 312.96 Senior Project Manager 90.00 3.26 293.40 Project Manager 76.93 3.26 250.79 Sr. Project Engineer 62.50 3.26 203.75 Project Engineer 60.10 3.26 195.93 Design Engineer 48.08 3.26 156.74 Engineering Intern/Designer 36.06 3.26 117.56 Sr. CAD Technician 40.82 3.26 133.07 CAD Technician 30.05 3.26 97.96 Sr. Construction Manager 76.25 3.26 248.58 Construction Manager 49.00 3.26 159.74 Sr. Inspector 40.00 3.26 130.40 Inspector 37.64 3.26 122.71 Clerical 27.00 3.26 88.02 Upon each annual Anniversary date of this Agreement, Consultant shall receive an annual adjustment in the hourly rates established in the Exhibit A (Maximum Billing Rates). The adjustment to the Maximum Billing Rates shall be based on the December Consumer Price Index for the Miami -Fort Lauderdale -West Palm Beach, FL, CPI-U 12-month percent changes, all items index, not seasonally adjusted - as published by the United States Department of Labor, Bureau of Labor Statistics (https://www.bls.gov/regions/southeast/news- release/consumerpriceindex miami.htm). 5959 BLUE LAGOON DRIVE SUITE 410 MIAMI, FL 33126 305.265.5400 eacconsult.com TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01 Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in §§ 200.317 through 200.327. In accordance with the requirements of this grant/s, the CITY shall maintain oversight to ensure that Consultants perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders 3. 200.318 (c)(1) FEDERAL NON -CONFLICT The CITY maintains written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ FEDERAL GRANT REQUIREMENTS 4 City of Tamarac The City For Your Life Purchasinq and Contracts Division any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the CITY may neither solicit nor accept gratuities, favors, or anything of monetary value from Consultants or parties to subcontracts. However, non - Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the CITY. b. The CITY maintains written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the CITY is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. a. 200.318 (d) AVOIDING ACQUISITION OF UNNECESSARY OR DUPLICATIVE ITEMS The CITY shall consider consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical approach. s. 200.318 (e) PROMOTE COST-EFFECTIVE USE OF SHARED SERVICES To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the CITY encourages entering into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. Competition requirements will be met with documented procurement actions using strategic sourcing, shared services, and other similar procurement arrangements. s. 200.318 (q SURPLUS PROPERTY The CITY encourages the use of Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. 200.318 (g) VALUE ENGINEERING The CITY encourages the use of value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at an overall lower cost. s. 200.318 (h) RESPONSIBLE CONTRACTOR The CITY shall award contracts only to responsible Consultants possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as Consultant integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.214. 9. 200.318 (i) HISTORY/METHODOLOGLY OF PROCUREMENT The CITY shall maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to, the following: Rationale for the method of procurement, selection of contract type, Consultant selection or rejection, and the basis for the contract price. FEDERAL GRANT REQUIREMENTS TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 10. 200.318 0) TIME -AND -MATERIALS CONTRACT The CITY may use a time -and -materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the Consultant exceeds at its own risk. Time -and -materials type contract means a contract whose cost to the CITY is the sum of: a. The actual cost of materials; and b. Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the Consultant for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the Consultant exceeds at its own risk. Further, if this methodology is utilized the CITY awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the Consultant is using efficient methods and effective cost controls. 11. 200.318 (k) The CITY alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the CITY of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the CITY unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 12. 200.319 COMPETITION a. All procurement transactions for the acquisition of property or services required under a Federal award must be conducted in a manner providing full and open competition consistent with the standards of this section and 200.320. b. In order to ensure objective Consultant performance and eliminate unfair competitive advantage, Consultants that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: 1. Placing unreasonable requirements on firms in order for them to qualify to do business; 2. Requiring unnecessary experience and excessive bonding; 3. Noncompetitive pricing practices between firms or between affiliated companies; 4. Noncompetitive contracts to consultants that are on retainer contracts; 5. Organizational conflicts of interest; 6. Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and 7. Any arbitrary action in the procurement process. C. The CITY must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When FEDERAL GRANT REQUIREMENTS i 1 N City of Tamarac The City For Your Life Purchasing and Contracts Division contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. d. The CITY has written procedures for procurement transactions. These procedures must ensure that all solicitations: 1. Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent" description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and 2. Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. e. The CITY has ensured that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the CITY has not precluded potential bidders from qualifying during the solicitation period. f. Noncompetitive procurements can only be awarded in accordance with 200.320(c). 13. 200.320 Methods of procurement to be followed The CITY has documented procurement procedures, consistent with the standards of this section and §� 200.317, 200.318, and 200.319 for any of the following methods of procurement used for the acquisition of property or services required under a Federal award or sub -award. a. Informal procurement methods. When the value of the procurement for property or services under a Federal award does not exceed the simplified acquisition threshold (SAT), as defined in 200.1, or a lower threshold established by the CITY, formal procurement methods are not required. The CITY may use informal procurement methods to expedite the completion of its transactions and minimize the associated administrative burden and cost. The informal methods used for procurement of property or services at or below the SAT include: 1. Micro -purchases — i. Distribution. The acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (See the definition of micro -purchase in 200.1). To the maximum extent practicable, the CITY should distribute micro - purchases equitably among qualified suppliers. ii. Micro -purchase awards. Micro -purchases may be awarded without soliciting competitive price or rate quotations if the CITY considers the price to be reasonable based on research, experience, purchase history or other information and documents it FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division files accordingly. Purchase cards can be used for micro -purchases if procedures are documented and approved by the CITY. iii. Micro -purchase thresholds. The CITY is responsible for determining and documenting an appropriate micro -purchase threshold based on internal controls, an evaluation of risk, and its documented procurement procedures. The micro -purchase threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. The CITY may establish a threshold higher than the Federal threshold established in the Federal Acquisition Regulations (FAR) in accordance with paragraphs (a)(1)(iv) and (v) of this section. iv. CITY increase to the micro -purchase threshold up to $50,000. The CITY may establish a threshold higher than the micro -purchase threshold identified in the FAR in accordance with the requirements of this section. The CITY may self -certify a threshold up to $50,000 on an annual basis and must maintain documentation to be made available to the Federal awarding agency and auditors in accordance with 2§ 00.334. The self -certification must include a justification, clear identification of the threshold, and supporting documentation of any of the following: A. A qualification as a low -risk auditee, in accordance with the criteria in 200.520 for the most recent audit; B. An annual internal institutional risk assessment to identify, mitigate, and manage financial risks; or, C. For public institutions, a higher threshold consistent with State law. V. The CITY may increase to the micro -purchase threshold over $50,000. Micro -purchase thresholds higher than $50,000 must be approved by the cognizant agency for indirect costs. The CITY must submit a request with the requirements included in paragraph a 1 iv of this section. The increased threshold is valid until there is a change in status in which the justification was approved. 2. Small purchases — i. Small purchase procedures. The acquisition of property or services, the aggregate dollar amount of which is higher than the micro -purchase threshold but does not exceed the simplified acquisition threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources as determined appropriate by the CITY. ii. Simplified acquisition thresholds. The CITY is responsible for determining an appropriate simplified acquisition threshold based on internal controls, an evaluation of risk and its documented procurement procedures which must not exceed the threshold established in the FAR. When applicable, a lower simplified acquisition threshold used by the CITY must be authorized or not prohibited under State, local, or tribal laws or regulations. b. Formal procurement methods. When the value of the procurement for property or services under a Federal financial assistance award exceeds the SAT, or a lower threshold established by the CITY, formal procurement methods are required. Formal procurement methods require following documented procedures. FEDERAL GRANT REQUIREMENTS r City of Tamarac The city For Your Life Purchasing and Contracts Division Formal procurement methods also require public advertising unless a non- competitive procurement can be used in accordance with 200.319 or paragraph (c) of this section. The following formal methods of procurement are used for procurement of property or services above the simplified acquisition threshold or a value below the simplified acquisition threshold the CITY determines to be appropriate: 1. Sealed bids. A procurement method in which bids are publicly solicited and a firm fixed -price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bids method is the preferred method for procuring construction, if the conditions. i. In order for sealed bidding to be feasible, the following conditions should be present: A. A complete, adequate, and realistic specification or purchase description is available; B. Two or more responsible bidders are willing and able to compete effectively for the business; and C. The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. ii. If sealed bids are used, the following requirements apply: A. Bids must be solicited from an adequate number of qualified sources, providing them sufficient response time prior to the date set for opening the bids, for local, and tribal governments, the invitation for bids must be publicly advertised; B. The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; C. All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; D. A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of; and E. Any or all bids may be rejected if there is a sound documented reason. 2. Proposals. A procurement method in which either a fixed price or cost - reimbursement type contract is awarded. Proposals are generally used when conditions are not appropriate for the use of sealed bids. They are awarded in accordance with the following requirements: i. Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Proposals must be solicited from an adequate number of qualified offerors. Any FEDERAL GRANT REQUIREMENTS TAMARA City of Tamarac The City For Your Life Purchasing and Contracts Division response to publicized requests for proposals must be considered to the maximum extent practical; ii. The CITY has a written method for conducting technical evaluations of the responsible proposals received and making selections; iii. Contracts must be awarded to the responsible offeror whose proposal is most advantageous to the CITY, with price and other factors considered; and iv. The CITY may use competitive proposal procedures for qualifications -based procurement of architectural/engineering (A/E) professional services whereby offeror's qualifications are evaluated and the most qualified offeror is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms that are a potential source to perform the proposed effort. C. Noncompetitive procurement. There are specific circumstances in which noncompetitive procurement can be used. Noncompetitive procurement can only be awarded if one or more of the following circumstances apply: 1. The acquisition of property or services, the aggregate dollar amount of which does not exceed the micro -purchase threshold (see paragraph (a)(1) of this section); 2. The item is available only from a single source; 3. The public exigency or emergency for the requirement will not permit a delay resulting from publicizing a competitive solicitation; 4. The Federal awarding agency or pass -through entity expressly authorizes a noncompetitive procurement in response to a written request from the CITY; or 5. After solicitation of a number of sources, competition is determined inadequate. 14. 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. a Placing qualified small and minority businesses and women's business enterprises on solicitation lists; b. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; C. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; FEDERAL GRANT REQUIREMENTS i iAM�ARA City of Tamarac The City For Your Life Purchasing and Contracts Division d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 15. 200.322 Domestic preferences for procurements (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) a. As appropriate and to the extent consistent with law, the CITY, to the greatest extent practicable under a Federal award, will provide a preference and encourages the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this award. b. For purposes of this section: 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. 2. "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 16. 200.322 Procurement of recovered materials (NOT APPLICABLE TO THIS AGREEMENT FOR PROFESSIONAL SERVICES) The CITY encourages and the Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. 200.324 Contract cost and price a. The CITY has performed a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the CITY has made independent estimates before receiving bids or proposals. b. The CITY shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where 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. C. Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the CITY under subpart E of this part. The FEDERAL GRANT REQUIREMENTS i MAN A � i M City of Tamarac The City For Your Life Purchasing and Contracts Division CITY may reference its own cost principles that comply with the Federal cost principles. d. The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 18. 200.325 Federal awarding agency or pass -through entity review a. The CITY will make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the CITY desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. b. The CITY shall make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: 1. The CITY's procurement procedures or operation fails to comply with the procurement standards in this part; 2. The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; 3. The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; 4. The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or 5. A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. C. The CITY would be exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. 1. The CITY may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third -party contracts are awarded on a regular basis; 2. The CITY may self -certify its procurement system. Such self -certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the CITY that it is complying with these standards. The CITY must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 19. 200.326 Bonding Requirements For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may FEDERAL GRANT REQUIREMENTS 4 L x City of Tamarac The City For Your Life Purchasing and Contracts Division accept the bonding policy and requirements of the CITY provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: a. A bid guarantee from each bidder equivalent to five percent (5%) of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. b. A performance bond on the part of the Consultant for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's requirements under such contract. C. A payment bond on the part of the Consultant for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 20. 200.327 Contract provisions The CITY's contracts shall contain the applicable provisions described in appendix II to this part. Remainder of Page Intentionally Blank 10 FEDERAL GRANT REQUIREMENTS 'U LT : '__ City of Tamarac The city For Your Life Purchasing and Contracts Division Appendix II of 2 CFR 200 Consultant agrees to all Provisions shown below under Appendix II of 2 CFR 200 as sections which are hereby incorporated in this Agreement for projects utilizing Federal Grant Funding: FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES The CITY and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance. It is further agreed that the clause shall not be modified, except to identify the sub -Consultant who will be subject to its provisions. 2. ACCESS BY THE GRANTEE, SUBGRANTEE, FEDERAL GRANTOR AGENCY AND COMPTROLLER GENERAL The Consultant shall allow access by the grantee, sub grantee, Federal grantor agency and Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultantwhich are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts and transcriptions. 3. EQUAL EMPLOYMENT OPPORTUNITY The Consultant shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (All construction contracts awarded in excess of $10,000 by grantees and their Consultants or subgrantees). All Consultants and sub -Consultants performing work in connection with this Contract shall provide equal opportunity for employment because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in a conspicuous place available for employees and applicants for employment, such notices as may be required by any authority having jurisdiction over the Work setting forth the provisions of the nondiscrimination law. 4. DAVIS-BACON & RELATED ACTS — This requirement shall not apply to work performed by Consultant under this Agreement, however, Consultant may be required to include requirements for adherence to these statutes when developing Scope of Work / Specification documents for a federally funded project requiring construction, alteration or repair of public buildings or public works. If construction, alteration or repair of public buildings or public works project is funded or assisted under one or more Federal statutes, the Davis -Bacon prevailing wage provisions may apply to the project if any of the applicable statutes requires payment of Davis -Bacon wage rates. 11 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division a Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In accordance with the statute, Consultant must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, Consultant must be required to pay wages not less than once a week. b. The Davis -Bacon Act requires that each contract over $2,000 to which the United States or the District of Columbia is a party for the construction, alteration, or repair of public buildings or public works shall contain a clause setting forth the minimum wages to be paid to various classes of laborers and mechanics employed under the contract. Under the provisions of the Act, Consultants or their sub -Consultants are to pay workers employed directly upon the site of the work no less than the locally prevailing wages and fringe benefits paid on projects of a similar character. C. In addition to the Davis -Bacon Act itself, Congress has added prevailing wage provisions to approximately 60 statutes which assist construction projects through grants, loans, loan guarantees, and insurance. These "related Acts" involve construction in such areas as transportation, housing, air and water pollution reduction, and health. Davis -Bacon wage determinations are to be used in accordance with the provisions of Regulations, 29 CFR Part 1, Part 3, and Part 5. s. COPELAND ANTI -KICKBACK ACT. a The Consultant shall comply with 18 U.S.C. § 874, 40 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. Consultant must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. City must report all suspected or reported violations to the Federal awarding agency. b. Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clause above and such other clauses as the FEMA or other administering Federal agency may by appropriate instructions require, and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for the compliance by any sub -Consultant or lower tier sub -Consultant with all of these contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a Consultant and sub -Consultant as provided in 29 C.F.R. § 5.12. 6. CONTRACT WORK HOURS AND SAFETY STANDARDS. The Consultant shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702-3704) as supplemented by Department of Labor regulations (29 CFR Part 5). "Compliance with the Contract Work Hours and Safety Standards Act." a. (1) Overtime requirements. No Consultant or sub -Consultant 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 12 FEDERAL GRANT REQUIREMENTS 4 City of Tamarac The City For Your Life Purchasing and Contracts Division hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. b. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the Consultant and any sub -Consultant responsible therefor shall be liable for the unpaid wages. In addition, such Consultant and sub -Consultant shall be liable to the United States (in the case of 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 (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. C. (3) Withholding for unpaid wages and liquidated damages. The CITY shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or sub -Consultant under any such contract or any other federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Consultant or sub - Consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. d. (4) Subcontracts. The Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub -Consultants to include these clauses in any lower tier subcontracts. The prime Consultant shall be responsible for compliance by any sub -Consultant or lower tier sub -Consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section." FEDERAL CLEAN AIR AND WATER ACTS Consultant agrees to 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 Act as amended (33 U.S.C. 1251-1387), and will report violations to the applicable federal administrating agency and the Regional Office of the Environmental Protection Agency (EPA). s. DHS SEAL, LOGO, AND FLAGS. Consultant shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific federal pre -approval. SUSPENSION AND DEBARMENT. a Non-federal entities are subject to the non -procurement debarment and suspension regulations implementing Executive Orders 12549 and 12689, 2 CFR part 180. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs or activities. 13 FEDERAL GRANT REQUIREMENTS 4 City of Tamarac The City For Your Life Purchasing and Contracts Division b. If the resulting contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Consultant 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). C. The Consultant 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. d. This certification is a material representation of fact relied upon by the City. If it is later determined that the Consultant 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 City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. e. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. ADMINISTRATIVE, CONTRACTUAL, OR LEGAL REMEDIES If Consultant fail to perform to the satisfaction of the City any material requirement of the contract or is in violation of a material provision of the contract, the City shall provide written notice to the Consultant requesting that the breach or noncompliance be remedied within a set time frame outlined in the contract. In the event that a dispute, if any, arises between City and Consultant relating to this Agreement, performance or compensation hereunder, Consultant shall continue to render service in full compliance with all terms and conditions of the resulting agreement as interpreted by City regardless of such dispute. Unless otherwise provided for in the resulting agreement, all claims, counter- claims, disputes and other matters in question between the City and the Contractor, arising out of or relating to the resulting agreement, or the breach of it, will be first forwarded to the City Manager, the parties agree to reasonably negotiate the for resolution of the matter, upon failure of said negotiations to resolve the dispute, the parties may present the matter to a court of competent jurisdiction. 11. RIGHTS TO INVENTIONS Consultant agrees that if this Agreement results in any copyrightable materials or inventions, the Federal Government reserves a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the copyright of said materials or inventions for Federal Government purposes. 12. NO OBLIGATION BY THE FEDERAL GOVERNMENT The federal government is not a party to this contract and is not subject to any obligations or liabilities to the CITY, contractor, or any other party pertaining to any matter resulting from the contract. 13. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS This is an acknowledgement that federal financial assistance will be used to fund the Agreement only. Consultant will comply with all applicable federal law, regulations, 14 FEDERAL GRANT REQUIREMENTS 4 TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division executive orders, policies, procedures, and directives. 14. FRAUDULENT STATEMENTS Consultant acknowledges that 31 U.S.C. Chap. 38 applies to Contractor's actions pertaining to this Agreement. 15. ANTI -LOBBYING. Consultants 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. This provision is applicable to all Federal -aid construction contracts and to all related sub -contracts which exceed $100,000 (49 CFR 20). The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. d. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. 16. RECYCLED PRODUCTS / RECOVERED MATERIALS The Consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), 15 FEDERAL GRANT REQUIREMENTS # r 1 City of Tamarac The City For Your Life Purchasinq and Contracts Division including, but not limited to, the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 17. COMPLIANCE WITH STATE ENERGY POLICY AND CONSERVATION ACT Consultant shall comply with all mandatory standards and policies relating to energy efficiency contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). 18. MINORITY / WOMEN'S / LABOR SURPLUS FIRMS PARTICIPATION In accordance with the requirements as stated in C.F.R. 200.321, the City encourages the active participation of minority businesses, women's business enterprises and labor surplus area firms as a part of any subsequent agreement whenever possible. If subcontracts are to be let, through a prime contractor, that Consultant is required to take the affirmative steps listed in items (a.) through (e.) below to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. f. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; g. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; h. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; i. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; j. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 19. REPORTING & RETENTION OF RECORDS Pursuant to 44 CFR 13.36(i)(7), Consultant shall comply with federal requirements and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide the U.S. Department of Housing and Urban Development, the applicable federal Administrator, the Comptroller General of the United States, or any of their authorized representative access to any books, documents, papers, and records of Consultant which are directly pertinent to this contract for the purpose of making audits, examinations, excerpts, and transcriptions. Also, both Parties agree to provide applicable federal Administrator or his authorized representative access to construction or other work sites pertaining to the work being completed under the Agreement. Notwithstanding any other requirement set forth in this solicitation or the resulting agreement, all required records shall be retained for at minimum three (3) years after final payments and all other pending matters are closed. 20. PROHIBITION ON CONTRACTING FOR COVERED TELECOMMUNICATIONS EQUIPMENT OR SERVICES Prohibitions: Section 889(b) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit the head of an 16 FEDERAL GRANT REQUIREMENTS r It City of Tamarac The City For Your Life Purchasing and Contracts Division executive agency on or after Aug.13, 2020, from obligating or expending grant, cooperative agreement, loan, or loan guarantee funds on certain telecommunications products or from certain entities for national security reasons. Unless an exception applies, the Consultant and its sub -Consultants may not use grant, cooperative agreement, loan, or loan guarantee funds from the Federal Emergency Management Agency to: (i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system; (iii) Enter into, extend, or renew contracts with entities that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or (iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. a Exceptions: This Section does not prohibit Consultant from providing: (i) A service that connects to the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or (ii) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. By necessary implication and regulation, the prohibitions also do not apply to: (i) Covered telecommunications equipment or services that: i. Are not used as a substantial or essential component of any system; and ii. Are not used as critical technology of any system. (ii) Other telecommunications equipment or services that are not considered covered telecommunications equipment or services. b. Reporting requirement: In the event Consultant identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Consultant is notified of such by a sub -Consultant at any tier or by any other source, the Consultant shall report the information required of this clause to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information. The Consultant shall report the following information: (i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within ten (10) business days of submitting the information required of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Consultant shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. The Consultant shall insert the substance of this clause, including this in all subcontracts and other contractual instruments. C. Domestic Preference for Procurements: As appropriate, and to the extent 17 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division consistent with law, the Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer -based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. 21. LICENSE AND DELIVERY OF WORKS SUBJECT TO COPYRIGHT AND DATA RIGHTS If applicable, the Consultant grants to City, a paid -up, royalty -free, nonexclusive, irrevocable, worldwide license in data first produced in the performance of this contract to reproduce, publish, or otherwise use, including prepare derivative works, distribute copies to the public, and perform publicly and display publicly such data. For data required by the contract but not first produced in the performance of this contract, Consultant will identify such data and grant to the City or acquires on its behalf a license of the same scope as for data first produced in the performance of this contract. Data, as used herein, shall include any work subject to copyright under 17 U.S.C. § 102, for example, any written reports or literary works, software and/or source code, music, choreography, pictures or images, graphics, sculptures, videos, motion pictures or other audiovisual works, sound and/or video recordings, and architectural works. Upon or before the completion of this contract, Consultant will deliver to the Consultant data first produced in the performance of this contract and data required by the contract but not first produced in the performance of this contract in formats acceptable by Contractor. 22. PERSONALLY, IDENTIFIABLE INFORMATION In accordance with 2 C.F.R. §200.303, regarding internal controls of a non -Federal entity, Consultant must guarantee the protection of all Personally Identifiable Information (PII) obtained. The program will enact necessary measures to ensure PII of all applicants is safeguarded as to avoid release of private information. If a Consultant or employee should experience any loss or potential loss of PII, the City shall be notified immediately of the breach or potential breach. 23. RIGHTS IN DATA Except if otherwise agreed to in writing, the City shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Consultant pursuant to the terms of this solicitation, including but not limited to reports, memoranda or letters concerning the research and reporting tasks required. 24. AFFIRMATIVE SOCIOECONOMIC STEPS If subcontracts are to be let, Consultant is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women's business enterprises, and labor surplus area firms are used when possible. 25. INSPECTION AND ACCEPTANCE The City has the right to review, require correction, if necessary, and accept the work 18 FEDERAL GRANT REQUIREMENTS City of Tamarac The City For Your Life Purchasing and Contracts Division products produced by the Contractor. Such review(s) shall be carried out within thirty (30) days so as to not impede the work of the Contractor. Any product of work shall be deemed accepted as submitted if the City does not issue written comments and/or required corrections within thirty (30) days from the date of receipt of such product from the Contractor. The Consultant shall make any required corrections promptly at no additional charge and return a revised copy of the product to the City within seven (7) days of notification or a later date if extended by the City. Failure by the Consultant to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the City may terminate the resulting contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 26. DOCUMENTATION OF COSTS All costs shall be supported by properly executed payrolls, time records, invoices, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents, pertaining in whole or in part to the Agreement, shall be clearly identified and regularly accessible. 27. INCREASING SEAT BELT USE IN THE UNITED STATES. Pursuant to Executive Order 13043, 62 FIR 19217 (Apr. 18, 1997), Consultantis encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company -owned, rented or personally owned vehicles. 28. REDUCING TEXT MESSAGING WHILE DRIVING Pursuant to Executive Order 13513, 74 FIR 51225 (Oct. 6, 2009), Consultant 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. 29. DISCRIMINATION PROHIBITED. Statutes and regulations prohibiting discrimination which may be applicable to the resulting agreement include, without limitation, the following: a Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury's implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance; b. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; C. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794.), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and e. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 19 FEDERAL GRANT REQUIREMENTS WIT, A a j 0 City of Tamarac The City For Your Life Purchasing and Contracts Division 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. 30. DRUG FREE WORKPLACE This certification is required by the regulations implementing Sections 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 USC 701 et seq.), 7 CFR Part 3017, Subpart F, Section 3017-600, Purpose. The January 31, 1989, regulations were amended and published as Part II of the May 25, 1990 Federal Register (pages 21681-21691). 31. PROHIBITION OF GRATUITIES By submission for this solicitation, the Consultant certifies that no employee has or shall benefit financially or materially from such submission or subsequent contract. Any contract issued as a result of this solicitation may be terminated at such time as it is determined that gratuities of any kind were either offered or received by any of the aforementioned persons. Agreed to and incorporated into Consultant's Continuing Services Agreement #22-01 Q EAC Consulting, Inc. Company Name Signature of Huntley Higgins, PE, Vice President Type/Print Name of Authorized Representative 3<>I7_0zZ Date 20 FEDERAL GRANT REQUIREMENTS TAMS ARAC .r The City For Your Life City of Tamarac and Contracts Division AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF TAMARAC ►k ECKLER ENGINEERING, INC. THIS AGREEMENT is made and entered into this 16ay of 202_;;'—and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "City") and Eckler Engineering, Inc., a Florida corporation with principal offices located at 4700 Riverside Drive, Suite 110 Coral Springs, Florida 33067 (the "Consultant") to provide for "as needed" project task services under this continuing services agreement. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Consultant agree as follows: 1. THE CONTRACT DOCUMENTS The contract documents shall consist of this Agreement, Document No. 22-01 Q, including all conditions therein, (including any General Terms and Conditions, Supplementary Conditions, Statement of Work or any other provisions contained within the document), any and all addenda, Proposal executed and submitted by the Consultant, specifications, bond(s), (if applicable), and insurance certificate(s), the City Resolution awarding the project, and all modifications issued after execution of this Agreement. These documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. THE WORK 2.1. The Consultant shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Consultant shall furnish all labor and materials, necessary to provide various "as needed", engineering project task services. Each project task required by the City shall be identified and described in detail by Consultant and approved in writing by the appropriate award authority of the City. 2.1.2 Consultant shall provide services for the following disciplines as referenced in RFQ 22-01 Q: Water & Wastewater Engineering 2.1.3 Consultant shall perform engineering/architectural/surveying services as detailed in the specific Work/Task Authorization agreement as approved by City. 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 2.1.4 Consultant shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Consultant shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Consultant shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Consultant's expense. 2.1.5 Consultant shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.6 Consultant shall comply with any and all Federal, State, and local laws and regulations currently in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Consultant, its employees, agents or sub -consultants, if any, with respect to the work and services described herein. 2.1.7 Consultant may be contracted to perform services related to a project funded by the Broward County transportation surtax, and further required to adhere to the requirements for the use of County Business Enterprises (CBE) by either being a CBE or contracting with CBE firms as sub - consultants or suppliers. Should the Consultant accept a Task Authorization for such a project, Consultant shall comply with the terms and conditions delineated in "Attachment A- The Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" attached to this Agreement and the "Special Provisions For The Broward County Transportation Surtax Program" included in Document No. 22-01 Q. 2.1.8 Consultant shall provide a schedule of hourly rates included herein as Attachment B. 3. COMPENSATION The Contract Sum for all work awarded shall be detailed in writing for each separate Task Authorization. 4. TERM OF AGREEMENT It is understood that this Agreement is a term contract for three (3) years from date of execution by City. The City may extend this contract for an additional three (3) year term, (up to a total of six (6) years) on an as needed basis subject to Consultant acceptance and satisfactory performance. No work shall be performed unless a specific Task Authorization is provided in writing to Consultant by appropriate City award authority. Each Work/Task Authorization shall include information as to start and completion times for that task. In the event that no new Agreement is in place at the end of the six (6) year potential 22-01 Q — Continuing Services Agreements TAMA�RAC The City For Your Life Citv of Tamarac and Contracts Division total term, Consultant agrees to extend this Agreement on a month -to -month basis until new Agreements are awarded. 5. STANDARD OF CARE Consultant shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a professional under similar circumstances and Consultant shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. 6. INDEMNIFICATION 6.1. Indemnification of City. The Consultant shall indemnify and hold harmless the City of Tamarac, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Sub - Consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City of Tamarac or its elected or appointed officials and employees. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by City until all of City's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by City. 6.2. Upon completion of all services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 6.3. The Consultant shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 6.4. The City and Consultant recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Consultant and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Consultant. Furthermore, the City and 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac and Contracts Division Consultant understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Consultant's responsibility to indemnify. 6.5. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. 6.6. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 7. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the Consultant and its sub -consultants shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, or disability if qualified. The Consultant will take affirmative action to ensure that employees and those of its sub -consultants are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; 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 Consultant and its sub -consultants shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Consultant further agrees that he/she will ensure that all sub -consultants, if any, will be made aware of and will comply with this nondiscrimination clause. 8. INDEPENDENT CONSULTANT This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Consultant is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Consultant shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Consultant's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Consultant, which policies of Consultant shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Consultant's funds provided for herein. The Consultant agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of 22-01Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Consultant and the City and the City will not be liable for any obligation incurred by Consultant, including but not limited to unpaid minimum wages and/or overtime premiums. 9. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the RFP number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Consultant shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 10. COMPLIANCE WITH LAWS In performance of the services, Consultant will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. 11. INSURANCE During the performance of the services under this Agreement, Consultant shall maintain the following insurance policies, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. Worker's Compensation Insurance: The Consultant shall procure ad maintain for the life of this Agreement, Workers' Compensation. Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage must extend to any sub -consultant that does not have their own Workers' Compensation and Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of the City of Tamarac, executed by the insurance company. A Sixty-(60) day notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. Comprehensive General Liability: The Consultant shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. Business Automobile Liability: The Consultant shall procure and maintain, for the life of the Agreement, Business Automobile Liability Insurance. Professional Liability (Errors and Omissions) Insurance: $1,000,000. 22-01 Q — Continuing Services Agreements RAC oe 00 The City For Your Life of Tamarac and Contracts Division The Minimum Limits of Coverage shall be $1,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. The City, its officers, employees and agents, must be named as an additional insured for General Liability coverage unless Owners and Consultants' Protective Coverage is also provided, or required. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. Additionally, if funding is derived from the Broward County Transportation Surtax Program, the Broward County Board of County Commissioners, its officers, employees and agents shall also be named as an additional insured for General Liability coverage. The minimum limits of coverage shall be $1,000,000 per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This coverage shall be an "Any Auto" type policy. The City must be listed as an Additional Insured under the Policy. Sixty (60) days written notice must be provided to the City via Certified Mail in the event of cancellation. In the event that sub -consultants used by the Consultant do not have insurance, or do not meet the insurance limits, Consultant shall indemnify and hold harmless the City for any claim in excess of the sub -consultants' insurance coverage, arising out of negligent acts, errors or omissions of the sub -consultants. Consultant shall not commence work under this Agreement until all insurance required as stated herein has been obtained and such insurance has been approved by the City. 12. CITY'S RESPONSIBILITIES The City shall be responsible for providing access to all project sites, and for providing project -specific information. 13. TERMINATION OF AGREEMENT 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the City to the Consultant for such termination in which event the Consultant shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Consultant abandons this Agreement or causes it to be terminated, Consultant shall indemnify the city against loss pertaining to this termination. 13.2 Default by Consultant: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Consultant neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Consultant of written notice of such neglect or failure. 22-01 Q — Continuing Services Agreements TAMA� RAC� The City For Your Life of Tamarac 14. SCRUTINIZED COMPANIES Purchasing and Contracts Division By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Consultant certifies that Consultant is not participating in a boycott of Israel. Consultant further certifies that Consultant is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Consultant been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Consultant of the City's determination concerning the false certification. Consultant shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Consultant shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Consultant does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 15. NONDISCLOSURE OF PROPRIETARY INFORMATION Consultant shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Consultant's performance of the Services to be proprietary unless such information is available from public sources. Consultant shall not publish or disclose proprietary information for any purpose other than the performance of the services without the prior written authorization of City or in response to legal process. 16. UNCONTROLLABLE FORCES Neither the City nor Consultant shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 22-01 Q — Continuing Services Agreements TAMA�RAC0100�� The City For Your Life City of Tamarac Purchasing and Contracts Division 17. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Broward County. 18. MISCELLANEOUS 18.E Non -waiver: A waiver by either City or Consultant of any breach of this Agreement shall not be binding upon the waiving party unless such waiver is in writing. In the Event of a written waiver, such a waiver shall not affect the waiving party's rights with respect to any other or further breach. The making or acceptance of a payment by either party with knowledge of the existence of a default or breach shall not operate or be construed to operate as a waiver of any subsequent default or breach. 18.2 Severability: Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 18.3 The provisions of this section shall not prevent the entire Agreement from being void should a provision, which is of the essence of the Agreement, be determined to be void. 18.4 Merger; Amendment: This Agreement constitutes the entire Agreement between the Consultant and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Consultant and the City. 18.5 No Construction Against Drafting Party: Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 19. SUCCESSORS AND ASSIGNS The City and Consultant each binds itself and its director, officers, partners, successors, executors, administrators, assigns and legal representatives to the other party to this Agreement and to the partners, successors, executors, administrators, assigns, and legal representatives. 20. CONTINGENT FEES 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 it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 21. TRUTH -IN -NEGOTIATION CERTIFICATE 21.1 Truth -In -Negotiation: Execution of this Agreement by the Consultant shall act as the execution of a truth -in -negotiation certificate serving as representation that the Consultant's compensation under this Agreement is based upon its representations to the City, and Consultant certifies that the wage rates, factual unit costs and other information supplied to substantiate the Consultant's compensation including, without limitation, in the negotiation of this Agreement, are accurate, complete and current as of the date of the Agreement. 21.2 Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. 21.3 The City shall exercise its rights under this "Certificate" within one (1) year following payment. 22 OWNERSHIP OF DOCUMENTS Consultant shall be required to work in harmony with other consultants relative to providing information requested in a timely manner and in the specified form. Any and all work products, documents, records, disks, original drawings, specifications or other information developed as a result of this Agreement shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. Except as specifically authorized by the City in writing, information and other data developed or acquired by or furnished to Consultant in the performance of this Agreement shall be used only in connection with the services provided the City. 23. FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 24. NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 NW 88th Avenue Tamarac, Florida 33321-2401 22-01 Q — Continuing Services Agreements TAMARAC The City For Your Life of Tamarac Purchasing and Contracts Division With a copy to City Attorney at the following address: Fox Rothschild, LLP 2 S. Biscayne Blvd, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONSULTANT: Mr. Doug Hammann, P.E., President Eckler Engineering, Inc. 4700 Riverside Drive, Suite 110 Coral Springs, Florida 33067 Notices shall be effective when received at the address specified above. Changes in the respective addresses to which such notice may be directed may be made from time to time by any party by written notice to the other party. Facsimile is acceptable notice effective when received, however, facsimiles received (i.e.; printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next business day. The original of the notice must additionally be mailed as required herein. Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of Consultant and City. Consultant shall be reasonably available to the City through telephone access and shall notify the City promptly of any absence or anticipated delay in the performance of services under this Agreement. 25. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its sub -Consultants shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its sub -Consultants to provide Consultant with an affidavit stating that the sub -Consultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the sub -Consultant's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any sub-Consultant/sub-Consultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a sub -Consultant knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the sub -Consultant. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be 22-01 Q — Continuing Services Agreements TAMARAC .-L The City For Your Life of Tamarac and Contracts Division challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or sub -Consultant shall insert in any subcontracts the clauses set forth in this section; requiring the sub -Consultants to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any sub - Consultant or lower tier sub -Consultant with the clauses set forth in this section. 26. PUBLIC RECORDS 26.1 CITY is a public agency subject to Chapter 119, Florida Statutes. The CONSULTANT shall comply with Florida's Public Records Law. Specifically, CONSULTANT shall 26.1.1 Keep and maintain public records required by the CITY in order to perform the service; 26.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 26.1.3 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 Agreement and any renewals thereof if CONSULTANT does not transfer the records to the CITY. 26.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONSULTANT, or keep and maintain public records required by the CITY to perform the service. If CONSULTANT transfers all public records to the CITY upon completion of the Agreement, CONSULTANT shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONSULTANT keeps and maintains public records upon completion of the Agreement, CONSULTANT 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. 26.2 During the term of this Agreement and any renewals, CONSULTANT shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 22-01 Q — Continuing Services Agreements of Tamarac TAMARAC The City For Your Life Purchasing and Conb-acts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its City Manager, and CONSULTANT, signing by and through its President, duly authorized to execute same. ygil9 �AiJ I:?r/q �c '7 Url! 1 fi- T a 963 ATTEST: :e SEAL Kimberly DiNon, CM0jjiiij;jt%% City Clerk I d 1� 2-Z Date ATTEST: CITY OF TAMARA Ka een Gunn, City Manager Date Approv�d a to form and legal sufficiency: Jop i RT. erirt, Jr., City �ttorney Date Eckler Enqineerina. Inc. Company Name F41 �� —4 j (Corp rate Secretary) Signature Doug Hammann, P.E. Type/Print Name of Corporate Secy (Colt!!, ) %'.• Gip o w l t� ''1C►� �' .• r �rii �►�• ii: SEAL 'Z Doug Hammann, PE, President Name of Vice President Date 1v-6•2OZZ 22-OIQ !,�o;tinllf—"" ces`�ements ix ���!llttlltttt, City of Tamarac TAMARAC The City For Your Life Purchasing and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF-:FI Or 11 :SS COUNTY OFQ I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Doug Hammann of Eckler Engineering, Inc. a Florida Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this. day of Oc+'-06'�r 1 o , 20 —2-2— Signature of Notary Public State of Florida at Large 04-X1 i Print, Type or Stamp Name of Notary Public Personally known to me or ❑ Produced Identification Type of I.D. Produced ❑ DID take an oath, or ❑ DID NOT take an oath. .� •, JANICE BENITEZ MY COMMISSION # HH 074877 o` EXPIRES:Janua 22,2025 Bonded Thru Notary Putt Underwriters 22-01 Q — Continuing Services Agreements TAMARAC ,100 The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment A BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS 22-01 Q — Continuing Services Agreements � c o re 1 o R BROWARD COUNTY TRANSPORTATION SURTAX ADDENDUM FOR MUNICIPAL CONSULTANT AGREEMENTS (SURTAX PROJECT# RFQ # 22-01Q) This Transportation Surtax Addendum ("Addendum") is made and entered by and between the City of Tamarac, a municipality of the State of Florida ("Municipality"), and [INSERT NAME OF CONSULTANT], a [corporation/limited liability company] ("Consultant") (each a "Party" and collectively referred to as the "Parties"). GENERAL CONDITIONS A. The solicitation, purchase order, Work Authorization, and/or agreement between Municipality and Consultant (all of which shall be referred to in this Addendum as the "Consulting Agreement") is funded in whole or in part by the transportation surtax levied pursuant to Section 31%-71, et seq., of the Broward County Code of Ordinances (the "County Surtax Ordinance"). The Consulting Agreement is therefore subject to the terms and conditions of County Surtax Ordinance, Section 212.055(1) of the Florida Statutes, and the terms and conditions of the interlocal funding agreement between Broward County, a political subdivision of the State of Florida ("County") and Municipality to provide for funding of the Project (the "Funding Agreement"). B. The purpose of this Addendum is to incorporate the terms and conditions required by the County Surtax Ordinance, Section 212.055(1), Florida Statutes, and the Funding Agreement, into the Parties' Consulting Agreement. C. Municipality has met the requirements of Section 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act, and has selected Consultant to perform the services hereunder. D. All contract provisions required by the County Surtax Ordinance, Section 212.055(1) of the Florida Statute, and the Funding Agreement, as amended, are incorporated in this Addendum by reference, whether or not expressly set forth in the provisions below. E. Consultant agrees to include the terms in this Addendum in each subcontract financed in whole or in part with transportation surtax funds levied pursuant to the County Surtax Ordinance. F. In the event of any conflict between the terms contained in this Addendum and those contained in the Consulting Agreement, as amended, the terms of this Addendum shall prevail. Unless otherwise expressly provided by Florida law, any terms required by the County Surtax Ordinance and Section 212.055(1) of the Florida Statutes, as amended, shall control in the event of a conflict with any provisions contained in this Addendum. G. The Parties agree to perform their respective obligations under the Consulting Agreement in accordance with the terms provided in this Addendum. ARTICLE 1. DEFINITIONS Whenever the following terms appear in this Addendum, the intent and meaning shall be interpreted as follows: 1.1 Applicable Law means all applicable laws, codes, advisory circulars, rules, regulations, or ordinances of any federal, state, county, municipal, or other governmental entity, as may be amended. 1.2 Board means the governing body of Municipality, its successors and assigns. 1.3 Contract Administrator means the Municipality's City Manager, or such other person designated by the City Manager in writing. The Contract Administrator is the representative of Municipality concerning the Project. 1.4 Contractor means the person, firm, corporation, or other entity who enters into an agreement with Municipality to perform the construction work for the Project. 1.5 County means Broward County, a political subdivision of the State of Florida and representatives authorized by the Board of County Commissioners or the Broward County Charter to act on behalf of County. 1.6 County Business Enterprise or CBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. 1.7 Notice to Proceed means a written authorization to proceed with the Project, phase, or task, issued by the Contract Administrator. 1.8 Oversight Board means the independent Transportation Surtax Oversight Board created pursuant to Section 31%-75 of the Broward County Code of Ordinances. 1.9 Project means 1.10 Purchasing Director means Municipality's City Manager or designee authorized to execute Work Authorizations provided for in the Consulting Agreement. 1.11 Services or Scope of Services means the work set forth in the Scope of Services or Statement of Work attached to the Consulting Agreement, and shall include civil, structural, mechanical, and electrical engineering, architectural services, and other professional design services as applicable for the Project, and any optional services procured under the Consulting Agreement. 1.12 Small Business Enterprise or SBE means an entity certified as meeting the applicable requirements of Section 1-81, Broward County Code of Ordinances. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 2 of 17 1.13 Subconsultant means an entity or individual providing services to Municipality through Consultant for all or any portion of the work under this Agreement. The term "Subconsultant" shall include all subcontractors. ARTICLE 2. EXHIBITS Exhibit A Maximum Billing Rates Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Exhibit B Schedule of Subconsultants ARTICLE 3. TIME FOR PERFORMANCE; DAMAGES 3.1 Consultant shall perform the Services within the time periods specified in the Scope of Services. Time periods shall commence from the date of the applicable Notice to Proceed. 3.2 Consultant must receive a Notice to Proceed from the Contract Administrator prior to commencement of Services and any phase of Services under this Agreement. Prior to granting approval for Consultant to proceed to any phase, the Contract Administrator may, at the Contract Administrator's sole option, require Consultant to submit the itemized deliverables and documents identified in the Scope of Services for the Contract Administrator's review. 3.3 If the Contract Administrator determines that Consultant is unable to timely complete all or any portion of the Services because of delays resulting from untimely review by Municipality or other governmental agencies having jurisdiction over the Project and such delays are not the fault of Consultant, or because of delays caused by factors outside the control of Consultant, Municipality shall grant a reasonable extension of time for completion of the Services and shall provide reasonable compensation, if appropriate. It shall be the responsibility of Consultant to notify the Contract Administrator in writing whenever a delay in approval by a governmental agency is anticipated or experienced, and whenever a delay has been caused by factors outside of Consultant's control, and to inform the Contract Administrator of all facts and details related to the delay. Consultant must provide such written notice to the Contract Administrator within three (3) business days after the occurrence of the event causing the delay. 3.4 If (a) Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, or (b) if Contractor is granted an extension of time beyond said substantial completion date and Consultant's Services are extended beyond the substantial completion date through no fault of Consultant, then Consultant shall be compensated in accordance with Article 4 for all Services rendered by Consultant beyond the substantial completion date. 3.5 Notwithstanding Section 3.4, if Contractor fails to substantially complete the Project on or before the substantial completion date specified in its agreement with Municipality, and the failure to substantially complete is caused in whole or in part by Consultant, then Consultant shall pay to Municipality its proportional share of any claim for damages to Contractor arising out of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 3 of 17 the delay. The provisions for the computation of delay costs, damages, or any other amounts, whether direct or indirect, in the agreement between the Contractor and Municipality are incorporated herein. This section shall not affect the indemnification rights or obligations of either Party otherwise set forth in this Agreement. 3.6 If Services are scheduled to end due to the expiration of this Agreement, at the request of the Contract Administrator, Consultant agrees to continue to provide Services for an extension period, not to exceed three months, upon the same terms and conditions as contained in this Agreement. Consultant shall be compensated for such Services at the rate in effect when the extension is invoked by Municipality. To exercise an extension authorized by this section, the Purchasing Director shall notify Consultant in writing prior to the end of the term of this Agreement. ARTICLE 4. COMPENSATION AND METHOD OF PAYMENT 4.1 Reimbursable Expenses. For reimbursement of any travel costs, travel -related expenses, or other direct non -salary expenses directly attributable to this Project permitted under this Agreement ("Reimbursable Expenses"), Consultant agrees to adhere to Section 112.061, Florida Statutes, except to the extent otherwise stated herein. Municipality shall not be liable for any such expenses that have not been approved in writing in advance by the Contract Administrator. Reimbursable Subconsultant expenses must also comply with the requirements of this section. 4.2 Salary Costs. The term Salary Costs as used herein shall mean the hourly rate actually paid to all personnel engaged directly on the Project, as adjusted by an overall multiplier that consists of the following: 1) a fringe benefits factor; 2) an overhead factor; and 3) an operating margin. Said Salary Costs are to be used only for time directly attributable to the Project. The fringe benefit and overhead rates shall be Consultant's most recent and actual rates determined in accordance with Federal Acquisition Regulation ("FAR") guidelines and audited by an independent Certified Public Accountant. For the purposes of this Agreement, the rates must be audited for fiscal periods of Consultant within eighteen (18) months preceding the execution date of this Agreement. These rates shall remain in effect for the term of this Agreement except as provided for in the Agreement. 4.2.1 Consultant shall require all of its Subconsultants to comply with the requirements of Section 4.2. 4.2.2 Salary Costs for Consultant and Subconsultants as shown in Exhibit A are the Maximum Billing Rates, which are provisional, subject to audit of actual costs, and if the audit discloses that the actual costs are less than the costs set forth on Exhibit A for Consultant or any Subconsultant, Consultant shall reimburse Municipality based upon the actual costs determined by the audit. Municipality may withhold the amount Consultant is required to reimburse Municipality from any payment due Consultant. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 4 of 17 4.2.3 Unless otherwise noted, the Salary Costs stated above are based upon Consultant's "home office" rates. Should it become appropriate during the course of this Agreement that a "field office" rate be applied, then it is incumbent upon Consultant to submit a supplemental Exhibit A reflective of such rates for approval by Contract Administrator and, upon such Municipality's approval, invoice Municipality accordingly. 4.2.4 The total hours payable by Municipality for any "exempt" or "nonexempt" personnel shall not exceed forty (40) hours per employee in any week. If the work requires Consultant's or Subconsultant's personnel to work in excess of forty (40) hours per week, any additional hours must be authorized in advance, in writing, by the Contract Administrator. If approved, Salary Costs for additional hours of service provided by nonexempt (hourly) employees or exempt (salaried) employees shall be invoiced at no more than one and one-half of the employee's hourly rate and in a manner consistent with Consultant's or Subconsultant's applicable certified FAR audit and all other provisions of Section 4.2. If a "Safe Harbor" rate is elected for use by Consultant or Subconsultant, then the additional hours are payable at no more than the employee's regular rate. 4.2.5 Consultant and any of its Subconsultants may alternatively use a "Safe Harbor" combined fringe benefit and overhead rate of 110% in lieu of providing fringe benefit and overhead cost factors certified by an independent Certified Public Accountant in accordance with the FAR guidelines. The Safe Harbor rate, once elected, shall remain in place for the entire term of this Agreement, and be applicable for use as "home" and "field" fringe benefit and overhead rates, if applicable, and shall not be subject to audit under this Agreement. All other provisions of Section 4.2 remain in place. 4.3 Method of Billing. 4.3.1 For Maximum Amount Not -To -Exceed Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner for all Salary Costs and Reimbursable Expenses attributable to the Project. These billings shall identify the nature of the work performed, the total hours of work performed, and the employee category of the individuals performing same. Billings shall itemize and summarize Reimbursable Expenses by category and identify the personnel incurring the expense and the nature of the work with which such expense was associated. Where prior written approval by Contract Administrator is required for Reimbursable Expenses, a copy of said approval shall accompany the billing for such reimbursable. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of Salary Costs and Reimbursable Expenses with accrual of the total and credits for portions paid previously. External Reimbursable Expenses and Subconsultant fees must be documented by copies of invoices or receipts that describe the nature of the expenses and contain a project number or other identifier that clearly indicates the expense is identifiable to the Project. Subsequent addition of RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 5 of 17 the identifier to the invoice or receipt by Consultant is not acceptable except for meals and travel expenses. Internal expenses must be documented by appropriate Consultant's cost accounting forms with a summary of charges by category. When requested, Consultant shall provide backup for past and current invoices that records hours and Salary Costs by employee category, Reimbursable Expenses by category, and Subconsultant fees on a task basis, so that total hours and costs by task may be determined. 4.3.2 For Lump Sum Compensation: Consultant shall submit billings that are identified by the specific project number on a monthly basis in a timely manner. These billings shall identify the nature of the work performed, the phase of work, and the estimated percent of work accomplished. Billings for each phase shall not exceed the amounts allocated to said phase. Billings shall also indicate the cumulative amount of CBE participation to date. The statement shall show a summary of fees with accrual of the total and credits for portions paid previously. When requested, Consultant shall provide backup for past and current invoices that record hours, salary costs, and expense costs on a task basis, so that total hours and costs by task may be determined. 4.4 Fiscal Year. The continuation of this Agreement beyond the end of any Municipality fiscal year is subject to both the appropriation and the availability of transportation surtax funds in accordance with Chapter 129, Florida Statutes. ARTICLE 5. AUDIT RIGHTS AND RETENTION OF RECORDS 5.1. Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to inspection and subject to audit and reproduction during normal business hours. Audits and inspections pursuant to this section may be performed by any representative of Municipality and/or County (including and any outside representative engaged by either Municipality and/or County). Municipality and County may conduct audits or inspections at any time during the term of this Agreement and for a period of three (3) years after the expiration or termination of this Agreement (or longer if required by Applicable Law, Municipality, and/or County). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on -site inspection with Consultant's employees, Subconsultants, vendors, or other labor. 5.2. Contract Records include any and all information, materials and data of every kind and character, including, without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers, memoranda, and any and all other documents that pertain to rights, duties, obligations, or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 6 of 17 records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations, or performance under this Agreement, whether by Consultant or Subconsultants. 5.3. Municipality and Broward County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County, Florida. Consultant hereby grants Municipality and County the right to conduct such audit or review at Consultant's place of business, if deemed appropriate by Municipality or Broward County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate workspace. Consultant shall provide Municipality and County with reasonable access to Consultant's facilities, and Municipality and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. 5.4. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for Municipality's disallowance and recovery of any payment upon such entry. 5.5. If an audit or inspection in accordance with this section discloses overpricing or overcharges to Municipality of any nature by Consultant or its Subconsultants in excess of five percent (5%) of the total contract billings reviewed, in addition to making adjustments for the overcharges, Consultant shall pay the actual cost of the audit or, if the actual cost is unreasonably high, the reasonable cost. Any adjustments or payments due as a result of such audit or inspection shall be made within thirty (30) days after presentation of the audit findings to Consultant. 5.6. Consultant shall, by written contract, require its Subconsultants to agree to the requirements and obligations as stated in this Article 5. ARTICLE 6. EQUAL EMPLOYMENT OPPORTUNITY AND CBE/SBE COMPLIANCE 6.1 No Party may discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. Consultant shall include the foregoing or similar language in its contracts with any Subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the nondiscrimination requirements in 49 C.F.R. Parts 23 and 26. 6.2 Consultant shall comply with all applicable requirements of Section 1-81, Broward County Code of Ordinances, in the award and administration of this Agreement. Failure by Consultant to carry out any of the requirements of this article shall constitute a material breach of this Agreement, which shall permit Municipality to terminate this Agreement or exercise any other remedy provided under this Agreement, the Broward County Code of Ordinances, the Broward County Administrative Code, or under other Applicable Law, all such remedies being cumulative. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 7 of 17 6.3 Consultant must meet or exceed the required CBE goal by utilizing the CBE firms listed in Exhibit B (or a CBE firm substituted for a listed firm, if permitted) for percent (_%) of total Services under this Agreement (the "Commitment") forthe scope of the work and the percentage of work amounts identified on each Letter of Intent. Promptly upon execution of this Agreement by Municipality, Consultant shall enter into formal contracts with the CBE firms listed in Exhibit B and, upon request, shall provide copies of the contracts to the Contract Administrator and OESBD. 6.4 Each CBE firm utilized by Consultant to meet the CBE goal must be certified by OESBD. Consultant shall inform Municipality immediately when a CBE firm is not able to perform or if Consultant believes the CBE firm should be replaced for any other reason, so that OESBD may review and verify the good faith efforts of Consultant to substitute the CBE firm with another CBE firm, as applicable. Whenever a CBE firm is terminated for any reason, Consultant shall provide written notice to OESBD and, upon written approval of the Director of OESBD, shall substitute another CBE firm in order to meet the CBE goal, unless otherwise provided in this Agreement or agreed in writing by the Parties. Such substitution shall not be required if the termination results from modification of the Scope of Services and no CBE firm is available to perform the modified Scope of Services; in which event Consultant shall notify OESBD, and OESBD may adjust the CBE goal by written notice to Consultant. Consultant shall not terminate a CBE firm for convenience without OESBD's prior written consent, which consent shall not be unreasonably withheld. 6.5 The Parties stipulate that if Consultant fails to meet the Commitment, the damages to Municipality arising from such failure are not readily ascertainable at the time of contracting. If Consultant fails to meet the Commitment and County determines, in the sole discretion of the OESBD Director, that Consultant failed to make Good Faith Efforts (as defined in Section 1-81, Broward County Code of Ordinances) to meet the Commitment, Consultant shall pay Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Consultant failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1-81.7, Broward County Code of Ordinances. As elected by Municipality, such liquidated damages amount shall be either credited against any amounts due from Municipality, or must be paid to Municipality within thirty (30) days after written demand. These liquidated damages shall be Municipality's sole contractual remedy for Consultant's breach of the Commitment, but shall not affect the availability of administrative remedies under Section 1-81. Consultant acknowledges and agrees that the liquidated damages provided in this section are proportionate to an amount that might reasonably be expected to flow from a breach of the Commitment and are not a penalty. Any failure to meet the Commitment attributable solely to force majeure, changes to the scope of work by Municipality, or inability to substitute a CBE Subconsultant where the OESBD Program Director has determined that such inability is due to no fault of Consultant, shall not be deemed a failure by Consultant to meet the Commitment. 6.6 Consultant acknowledges that County may make minor administrative modifications to Section 1-81, Broward County Code of Ordinances, which shall become applicable to this RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 8 of 17 Agreement if the administrative modifications are not unreasonable. Written notice of any such modification shall be provided to Consultant and shall include a deadline for Consultant to notify Municipality in writing if Consultant concludes that the modification exceeds the authority under this section. Failure of Consultant to timely notify Municipality of its conclusion that the modification exceeds such authority shall be deemed acceptance of the modification by Consultant. 6.7 OESBD may modify the required participation of CBE firms in connection with any amendment, extension, modification, change order, or Work Authorization to this Agreement that, by itself or aggregated with previous amendments, extensions, modifications, change orders, or Work Authorizations, increases the initial Agreement price by ten percent (10%) or more. Consultant shall make a good faith effort to include CBE firms in work resulting from any such amendment, extension, modification, change order, or Work Authorization, and shall report such efforts, along with evidence thereof, to OESBD. 6.8 No later than ten (10) business days after the end of the month, Consultant shall provide written monthly reports to the Contract Administrator and to OESBD (in the form and in the manner requested by OESBD) attesting to Consultant's compliance with the Commitment. In addition, Consultant shall allow Municipality and OESBD to engage in onsite reviews to monitor Consultant's progress in achieving and maintaining the Commitment. The Contract Administrator in conjunction with OESBD shall perform such review and monitoring. 6.9 The presence of a "pay when paid" provision in a Consultant's contract with a CBE firm shall not preclude Municipality or its representatives from inquiring into claims of nonpayment or exercising any right stated in the Consulting Agreement as amended herein. ARTICLE 7. PUBLIC RECORDS 7.1 Public Records. To the extent Consultant is acting on behalf of Municipality as stated in Section 119.0701, Florida Statutes, Consultant shall: 7.1.1 Keep and maintain public records required by Municipality to perform the services under this Agreement; 7.1.2 Upon request from Municipality, provide Municipality with a copy of the requested records or allow the records to be inspected or copied within a reasonable time and at a cost that does not exceed that provided in Chapter 119, Florida Statutes, or as otherwise provided by Applicable Law; 7.1.3 Ensure that public records that are exempt or confidential and exempt from public record requirements are not disclosed except as authorized by Applicable Law for the duration of this Agreement and after completion or termination of this Agreement if the records are not transferred to Municipality; and RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 9 of 17 7.1.4 Upon completion or termination of this Agreement, transfer to Municipality, at no cost, all public records in possession of Consultant or keep and maintain public records required by Municipality to perform the services. If Consultant transfers the records to Municipality, Consultant shall destroy any duplicate public records that are exempt or confidential and exempt. If Consultant keeps and maintains the public records, Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Municipality upon request in a format that is compatible with the information technology systems of Municipality. 7.2 A request for public records regarding this Agreement must be made directly to Municipality, who will be responsible for responding to any such public records requests. Consultant will provide any requested records to Municipality to enable Municipality to respond to the public records request. 7.3 Any material submitted to Municipality that Consultant contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Chapter 119, Florida Statutes) ("Trade Secret Materials") must be separately submitted and conspicuously labeled "EXEMPT FROM PUBLIC RECORD PRODUCTION — TRADE SECRET." In addition, Consultant must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Section 688.002, Florida Statutes, and stating the factual basis for same. If that a third party submits a request to Municipality for records designated by Consultant as Trade Secret Materials, Municipality shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Consultant. Consultant shall indemnify and defend Municipality and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys' fees, litigation expenses, and court costs, relating to the nondisclosure of any Trade Secret Materials in response to a records request by a third party. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK (954) 597-3505, CITYCLERK@a TAMARAC.ORG, 7525 NW 88T" AVENUE, ROOM 101, TAMARAC, FLORIDA 33321. ARTICLE 8. MISCELLANEOUS. 8.1 Indemnification of Municipality and County. The Consultant shall indemnify and hold harmless Municipality, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 10 of 17 arising out of or occurring in connection with the operations of the Consultant or its Sub - consultants, agents, officers, employees or independent contractors, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of Municipality or its elected or appointed officials and employees. Municipality reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by Municipality's City Manager and City Attorney, any sums due to the Consultant under this Agreement may be retained by Municipality until all of Municipality's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by Municipality. This provision as it applies to Municipality shall be in place for all projects and engagements that Consultant may receive as a result of any final agreement awarded to Consultant. When projects are funded by Broward County Transportation Surtax Project funds, the Consultant shall indemnify and hold harmless County, its elected and appointed officials and employees including current, past, and future officers and employees, from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Consultant or its Subconsultants, agents, officers, employees or independent Consultants, or negligence, recklessness or intentionally wrongful conduct of Consultant or other persons employed or utilized by Consultant in the performance of this Agreement. County shall have the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Consultant under the indemnification agreement. The provisions of this section shall survive the expiration or earlier termination of this Agreement. To the extent considered necessary by County, any sums due to the Consultant under this Agreement may be retained by County until all of County's claims subject to this indemnification obligation have been settled or otherwise resolved, and any amount withheld shall not be subject to payment of interest by County. 8.2 Drug -Free Workplace. To the extent required under Section 21.23(f), Broward County Administrative Code, or Section 287.087, Florida Statutes, Consultant certifies that it has and will maintain a drug -free workplace program for the duration of the Agreement. 8.3 Truth -In -Negotiation Representation. Consultant's compensation under the Agreement is based upon its representations to Municipality, and Consultant certifies that the wage rates, factual unit costs, and other information supplied to substantiate Consultant's compensation, including, without limitation, in the negotiation of this Agreement, are accurate, complete, and current as of the date Consultant executes this Agreement. Consultant's compensation will be reduced to exclude any significant sums by which the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 11 of 17 8.4 Domestic Partnership Requirement. Unless this Agreement is exempt from the provisions of the Broward County Domestic Partnership Act, Section 16%-157, Broward County Code of Ordinances ("Act"), Consultant certifies and represents that it shall at all times comply with the provisions of the Act. The contract language referenced in the Act is deemed incorporated in this Agreement as though fully set forth in this section. 8.5 Living Wage Requirement. To the extent Consultant is a "covered employer" within the meaning of the Broward County Living Wage Ordinance, Sections 26-100 through 26-105, Broward County Code of Ordinances, Consultant agrees to and shall pay to all of its employees providing "covered services," as defined in the ordinance, a living wage as required by such ordinance, and shall fully comply with the requirements of such ordinance, and that Consultant shall ensure all of its Subconsultants that qualify as "covered employers" fully comply with the requirements of such ordinance. 8.6 Incorporation by Reference. Any and all Recital clauses stated above are true and correct and are incorporated in this Addendum by reference. The attached Exhibits are incorporated into and made a part of the Consulting Agreement as amended herein. 8.7 Prior Agreements. The Agreement together with this Addendum represents the final and complete understanding of the Parties regarding the subject matter of the Agreement and supersedes all prior and contemporaneous negotiations and discussions regarding same. All commitments, agreements, and understandings of the Parties concerning the subject matter of the Agreement are contained in the Agreement and this Addendum. 8.8 Verification of Employment Eligibility. Consultant represents that Consultant and each Subconsultant have registered with and use the E-Verify system maintained by the United States Department of Homeland Security to verify the work authorization status of all newly hired employees in compliance with the requirements of Section 448.095, Florida Statutes, and that entry into this Agreement will not violate that statute. If Consultant violates this section, Municipality may immediately terminate this Agreement for cause and Consultant will be liable for all costs incurred by Municipality due to the termination. (The remainder of this page is intentionally left blank.) RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 12 of 17 IN WITNESS WHEREOF, the Parties hereto have made and executed this Agreement: MUNICIPALITY, through its Board, signing by and through its City Manager authorized to execute same by Board action on the day of , 20 , and CONSULTANT, signing by and through its , duly authorized to execute same. ATTEST: Jennifer Johnson, CIVIC, City Clerk RFQ #22-01Q BCF #202 Addendum 7/14/2021 CITY OF TAMARAC 22 Kathleen Gunn, City Manager day of , 20 I HEREBY CERTIFY that I have approved this Agreement as to form and legal sufficiency subject to execution by the parties: John R. Herin, City Attorney Page 13 of 17 [FOR INDIVIDUAL] WITNESSES: Signature Print/Type Name Signature Print/Type Name [FOR CORPORATION] ATTEST: Secretary (Typed Name of Secretary) CORPORATE SEAL RFQ #22-01Q BCF #202 Addendum 7/14/2021 CONSULTANT 0 (Please Type Name) day of 20 (Typed Name of Consultant/Firm) 3 President/Vice President (Typed Name and Title) _ day of 20_ Page 14 of 17 Project No: Project Title: Consultant/ Subconsultant Name: Exhibit A Maximum Billing Rates [Project Number] [Project Title] [Name] TITLE MAXIMUM HOURLY RATE ($/HR) X MULTIPLIER = MAXIMUM BILLING RATE ($/HR) [Insert staff titles] $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Multiplier of X.XX is calculated as follows: OVERHEAD = X.XX% FRINGE = X.XX% OPERATING MARGIN = X.XX% MULTIPLIER = (1 + OVERHEAD + FRINGE + ((1 + OVERHEAD + FRINGE) X OPERATING MARGIN)) / 1 [DELETE IF NOT APPLICABLEI Notes: Consultant has elected to use "Safe Harbor" combined fringe benefit and overhead rate of 110% in accordance with Section 5.2.5. Consultant Name/Title Date: RFQ #22-01Q BCF #202 Addendum 7/14/2021 City of Tamarac Kathleen Gunn, City Manager Date: Page 15 of 17 Exhibit A-1 Reimbursables for Direct Non -Salary Expenses Reimbursable I Maximum Reimbursable Total Maximum Reimbursables: RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 16 of 17 Exhibit B Schedule of Subconsultants Project No: [_] Project Title: [_] Facility Name: [_] No. Firm Name Discipline 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. RFQ #22-01Q BCF #202 Addendum 7/14/2021 Page 17 of 17 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division SPECIAL PROVISIONS FOR THE BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 1. INTRODUCTION The Broward County Board of County Commissioners levied a one cent ($.01) transportation surtax that was approved by voters the proceeds from which can be used to fund projects designed to improve transportation within the County that comply with the requirements outlined in Section 212.055(1), Florida Statutes. Firms awarded continuing services contracts as a result of this solicitation may be requested to provide professional services supporting these projects. When providing services related to the transportation surtax, Successful Proposers will be required to agree to specific contract terms and conditions required by Broward County as included in this section titled "Special Provisions for Broward County Transportation Surtax Projects" and Attachment A to the attached Form Agreement for Professional Services with the City of Tamarac titled "Broward County Transportation Surtax Addendum for Municipal Consultant Agreements" and that may be amended by Broward County from time to time (the "Transportation Surtax Addendum"). 2. PROVISIONS FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM The Proposer is alerted that the provisions in this section the "Special Provisions for the Broward County Transportation Surtax Program" and the Transportation Surtax Addendum are additional requirements mandated when professional services are rendered in support of Broward County transportation surtax funded projects. For projects funded by the Broward County Transportation, in the event that a conflict arises between or among the requirements set forth in this solicitation and the Transportation Surtax Addendum, and any other provisions in this Section related to transportation surtax projects only, the provisions in the Transportation Surtax Addendum shall govern. These provisions shall not apply to non -transportation surtax projects. In addition, when performing Broward County Transportation Surtax Program projects, pursuant to Broward County policy regarding professional independence of consultants, a firm performing design services for such projects shall not be permitted to also perform construction engineering and inspection (CEI) services for the same project. 3. PROCESS TO FOLLOW FOR SEEKING CBE PARTICIPATION FOR COMPLIANCE WITH BROWARD COUNTY TRANSPORTATION SURTAX PROGRAM 3.1 Upon request to provide a quotation for a project funded through the Broward County Transportation Surtax Program. When the City informs Consultant that a project Consultant is being selected for will incorporate funding from the Broward County transportation surtax, the Consultant shall be required to adhere to the following procedure to obtain compliance with the Office of 22-01Q — Continuing Services Agreement TAMA,RAC The City For Your Life City of Tamarac Purchasing and Contracts Division Economic and Small Business Development (OESBD) County Business Enterprise (CBE) program. A. The Broward County OESBD will establish a CBE participation goal for each project funded with transportation surtax funds. That goal will be provided to the City, and City will inform Consultant of the required goal for that project. Goals established will usually require approximately 30% CBE participation either self -performed by a certified CBE firm, or utilizing CBE certified sub - consultants. The OESBD reserves the right to increase, decrease or eliminate a goal depending on the type of project being requested. B. Consultants who are headquartered in Broward County and who may meet the requirements of the OESBD to become certified as a Broward County Business Enterprise are strongly encouraged to submit a request for certification as a CBE. Certification that Consultant is a CBE will allow the Consultant to self -perform work to attain the CBE goals for each project without the need to sub -contract with other firms. Information about how to become a certified CBE may be found at the following url: https://www.broward.org/EconDev/SmaliBusiness/Pages/Certification.aspx C. Firms that do not qualify as a Broward County CBE will need to make a good faith effort to sub -contract with a sub -consultant to meet the established project CBE goal. As a means to assist the Consultant, the OESBD maintains an online Directory of CBE Firms. The online directory is available for use by the Consultant and may be accessed at the following url: https://www.broward.org/EconDev/DoingBusiness/Pages/CertifiedFirmDire ctories.aspx . Consultant shall review the Directory of CBE Firms to find firms with whom the Consultant may utilize as sub -consultants for the specified project. D. The Consultant will be required to report their list of the CBE firms that they plan to use by preparing all forms required by the OESBD along with their final proposal for each individual project which will be filed with the OESBD. If the required forms and information are not provided with the Consultant's final project proposal submittal, then the Consultant must supply the required forms and information no later than three (3) business days after receipt of a request from OESBD. The Consultant may be deemed non -responsible (or the Municipality's equivalent) for failure to fully comply with CBE Program Requirements within these stated timeframes and may be disqualified from performing the specific project for which they provided the project proposal. The following forms are required to be used when submitting information about CBE firms with whom the Consultant will sub -contract for the performance of the work in support of the OESBD-established CBE Goal for each project. 22-01Q — Continuing Services Agreement TQ-MiRAC. The City For Your Life of Tamarac Purchasing and Contracts Division 1. Consultant should include in its project proposal submittal a Letter of Intent between Consultant and selected County Business Enterprise (CBE) Sub -Consultant or Sub -Consultant for each CBE firm the Consultant intends to use to achieve the assigned CBE participation goal. Also, in the event that the Consultant is a CBE, Consultant shall use this form for their own business. The required form is available at the following url: https://www.broward.orq/EconDev/SmallBusiness/Documents/SurtaxPr ojectsServicesIntent.pdf 2. If Consultant is unable to attain the CBE participation goal, the Consultant should include in its project proposal submittal a Broward County OESBD "Application for Evaluation of Good Faith Efforts" form with all required documentation supporting Consultant's good faith efforts to contract with CBE. The form required for this type of submittal is available at the following link: https://www.broward.org/EconDev/SmallBusiness/Documents/GoodFai thEfforts Evaluation. pdf. The Broward County OESBD will review the documentation and determine if Consultant's justification is adequate. The OESBD reserves the right to reject such requests where other information available may support that there are qualified CBE firms available to meet the project goal requirements. E. Contract Administration Process: If awarded a Work/Task Authorization by the City, Consultant agrees to and shall comply with all applicable requirements of the Broward County Business Opportunity Act and the OESBD CBE Program in the award and administration of the Task Authorization including, but not limited to, the following: 1. Consultant may not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this contract. 2. All entities that seek to conduct business with the Municipality, including Consultant or any subconsultants, subcontractors, and Bidders, shall conduct such business activities in a fair and reasonable manner, free from fraud, coercion, collusion, intimidation, or bad faith. Failure to do so may result in the disqualification of the Consultant from performing the project, including the cessation of contract negotiations, revocation of CBE certification (if applicable), and suspension or debarment from future transportation surtax project contracts. 3. If Consultant fails to meet or make Good Faith Efforts (as defined in the Broward County Business Opportunity Act) to meet the CBE 22-01Q — Continuing Services Agreement J The City For Your Life of Tamarac Purchasing and Contracts Division participation commitment (the "Commitment"), then Consultant shall pay the Municipality liquidated damages in an amount equal to fifty percent (50%) of the actual dollar amount by which Vendor failed to achieve the Commitment, up to a maximum amount of ten percent (10%) of the total contract amount, excluding costs and reimbursable expenses. An example of this calculation is stated in Section 1- 81.7, Broward County Code of Ordinances. 4. Consultant shall comply with all applicable requirements of the Business Opportunity Act in the award of the project Task Authorization. Failure by Consultant to carry out any of these requirements shall constitute a material breach of the contract, which shall permit the Municipality to terminate the Task Authorization or to exercise any other remedy provided under the contract or other applicable laws, with all such remedies being cumulative. 5. Consultant shall pay its CBE subconsultants and suppliers, within fifteen (15) days following receipt of payment from the Municipality, for all completed subcontracted work and supplies. If Consultant withholds an amount from CBE Sub -Consultants or suppliers as retainage, such retainage shall be released and paid within fifteen (15) days following receipt of payment of retained amounts from the Municipality. F. Monthly Utilization Report (MUR): Consultant understands that the City and County will monitor Consultant's compliance with the CBE Program requirements for transportation surtax projects. Consultant must provide the City with a Monthly Utilization Report (MUR) by the 10th of each month to confirm its compliance with the Commitment agreed to in the contract; MURs can be submitted to the City at the City of Tamarac project manager as assigned for each project, and online through the Broward County's Contracts Central application, at the following url: httr)s://www.broward.ora/EconDev/Documents/CBE MUR SURTAX MU NICIPALITY JUNE2020A.pdf . Timely submission of the MUR every month throughout the term of the contract, including amendment and extension terms, is a condition precedent to the Municipality's payment of vendor/firm under the contract. G. OESBD Contact Information: For detailed information regarding the CBE Program contact the OESBD at (954) 357-6400 or visit the website at: https://www.broward.org/EconDev/Pages/localcertificationprograms.aspx 22-01Q —Continuing Services Agreement TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Agreement Attachment B Schedule of Hourly Rates ATTACHMENT B ECKLER ENGINEERING, INC. Fee Schedule/Hourly Rates CY 2022 Personnel Category Hourly Rate Principal $233.00 Engineer 8 $213.00 Engineer 7 $180.00 Engineer 6 $168.00 Engineer 5 $152.00 Engineer 4 $130.00 Engineer 3 $114.00 Engineer 2 $98.00 Engineer 1 $92.00 Technician 4 $130.00 Technician 3 $109.00 Technician 2 $82.00 Technician 1 $76.00 On Site Inspector $98.00 Administrative $82.00 Expenses Cost Mileage Current IRS Rate Tolls Cost Travel Cost Sub -Consultants Cost + 10% Postage, Reproduction, Misc Cost Valid Through: December 25, 2023. Prepared: January 3, 2022 TAMARAC City of Tamarac The City For Your Life Purchasinq and Contracts Division Attachment C — REQUIREMENTS FOR PROJECTS FUNDED BY FEDERAL GRANTS THIS EXHIBIT APPLIES ONLY TO PROJECTS UTILIZING FEDERAL FUNDING AND DOES NOT APPLY TO PROJECTS THAT DO NOT UTILIZE FEDERAL FUNDING This document shall be incorporated as a contract document attachment for Consultant's Agreement for Continuing Services, #22-01Q for Projects performed under this Agreement which may be partially or fully funded through a federal grant provided to the City of Tamarac ("CITY"). Therefore, when the CITY engages in contracting for such projects. Consultants should familiarize themselves with the regulations and requirements contained below and in Part 2 C.F.R. 200 Sections 317-327 "PROCUREMENT STANDARDS", provided for reference, and must comply with the applicable provisions of 2 C.F.R. Appendix II included herein when CITY projects are funded with Federal Funds. THIS PROVISION SHALL NOT APPLY TO ANY PROJECTS FUNDED BY BROWARD COUNTY MOBILITY ACCESSIBILITY PROJECT FUNDS. For purposes of this Agreement, any references to a "Non -Federal entity" of a "subrecipient" of a State included herein shall mean the City of Tamarac ("CITY"). Consultant agrees to comply, subject to applicable professional standards, with the provisions of any and all applicable Federal, State, County and City orders, statutes, ordinances, rules, and regulations which may pertain to the Services required under the Agreement, including but not limited to the following: 200.317 PROCUREMENT BY STATES & NON-FEDERAL ENTITIES When procuring property and services under a Federal award, a State must follow the same policies and procedures it uses for procurements from its non -Federal funds. The State will comply with §§ 200.321, 200.322, and 200.323 and ensure that every purchase order or other contract includes any clauses required by § 200.327. All other non -Federal entities, including subrecipients of a State, must follow the procurement standards in §§ 200.318 through 200.327. 2. 200.318 (a-b)GENERAL PROCUREMENT STANDARDS The CITY has documented procurement procedures and will conform to the procurement standards identified in �� 200.317 through 200.327. In accordance with th