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HomeMy WebLinkAboutCity of Tamarac Resolution R-2020-107 Temp. Reso. No. 13527 October 20, 2020 Page 1 of 5 CITY OF TAMARAC, FLORIDA RESOLUTION R-2020- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, APPROVING THE AGREEMENT AND AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE AN AGREEMENT WITH T-MOBILE FOR THE CONNECTIVITY FOR EMPLOYMENT SUPPORT PROGRAM, FUNDED WITH CARES ACT DOLLARS RECEIVED THROUGH BROWARD COUNTY, ATTACHED HERETO AS EXHIBIT "A", IN ACCORDANCE WITH THE CITY'S CODE OF ORDINANCES, SECTION 6-148 ENTITLED "EXCLUSIONS AND EXCEPTIONS TO BID AND PROPOSAL REQUIREMENTS, SPECIFICALLY SECTION 6-148(i) WAIVER OF PROCUREMENT PROCEDURES, FOR AN AMOUNT NOT TO EXCEED $75,000; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES") Act was signed into law, providing over $2 trillion in economic relief to assist with the impact of the COVID-19 pandemic, $8.3 billion of which was allocated to the State of Florida; and WHEREAS, Based on its population, Broward County (the County) qualified for a direct payment allocation and received $340,744,702 in funding from the Department of the Treasury under the Coronavirus Relief Funds program, Catalog of Federal Domestic Assistance ("CFDA") No. 21.019; and WHEREAS, the County wishes to subaward a portion of the funds it received from the CARES Act to Municipalities; and WHEREAS, the City of Tamarac (the City) is a sub-recipient as defined under 2 CFR § 200.93; and has been identified as an eligible local government that has incurred Temp. Reso. No. 13527 October 20, 2020 Page 2 of 5 costs due to the COVID-19 public health emergency that are eligible for reimbursement under the Coronavirus Relief Fund Program, CFDA No. 21.019; and WHEREAS, on September 23, 2020, the City Commission entered into a Sub- Award Agreement with Broward County for Cares Act Funding via Resolution R2020-096; and WHEREAS, the City, by way of the Sub-Award Agreement, has provided a plan to the County detailing activities and services to be funded, benefiting persons impacted by COVID-19; and WHEREAS, the Connectivity for Employment Support Program is one of the activities to be undertaken using the CARES Act funds from the County; and WHEREAS, the CARES Act Sub-Award Agreement requires expenditure of the funds by December 30, 2020; and WHEREAS the City desires to assist residents with restoring employment by providing Connectivity for Employment Support through a partnership with T-Mobile; and WHEREAS, T-Mobile will perform similar services to the youths in Tamarac with the City's ongoing CDBG public service programs as approved in the City's 2020-2021 Action Plan; and WHEREAS, the City seeks to continue its partnership with T-Mobile to obtain goods and services to further the Connectivity for Employment Support Program, which cannot be acquired through the normal purchasing process, as the December 30th, 2020 spending deadline creates a timing issue which precludes procurement of this service through the normal purchasing process; and WHEREAS, in accordance with Section 6-148 (i) of the City's Code of Ordinance, the city commission may authorize the waiver of procurement procedures upon the Temp. Reso. No. 13527 October 20, 2020 Page 3 of 5 recommendation of the city manager that it is in the city's best interest to do so to obtain goods and services which cannot be acquired through the normal purchasing process due to insufficient time, the nature of the goods or services, or other factors. Purchases authorized by the waiver process shall be acquired with such competition as is practicable under the circumstances and only after a good faith review of all available sources and negotiation as to price, delivery and terms. There shall be no waiver of procurement procedures for procurements that are subject to the provisions of F.S. § 287.055 or § 255.20, as amended."; and WHEREAS, the City Manager recommends the waiver of the procurement procedures as he believes it is in the City's best interest to obtain the goods and services from T-Mobile, as the same goods and services cannot be acquired through the normal purchasing process due to insufficient time; and WHEREAS, the City Commission of the City of Tamarac, Florida deems it to be in the best interest of the health, safety and welfare of the citizens and residents of the City of Tamarac to waive the procurement procedures in accordance with Section 6-148(i) of the Code, approve the Connectivity for Employment Support Program and authorize the execution of an agreement with T-Mobile in an amount not to exceed $75,000 from the CARES Act funds received through the County, attached hereto as Exhibit "A". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA THAT: Section 1. The foregoing 'WHEREAS" clauses are hereby confirmed as being true and correct and are hereby made a specific part of this Resolution. Temp. Reso. No. 13527 October 20, 2020 Page 4 of 5 Section 2. The City Commission of the City of Tamarac, Florida hereby approves the Agreement and authorizes the waiver of the procurement procedure due to insufficient time to employ the normal purchasing process, in accordance with Section 6-148(i) of the City of Tamarac Code of Ordinances. Section 3. The City Commission further authorizes the appropriate City Officials to execute agreement with T-Mobile, attached hereto as Exhibit "A", to provide mobile devices and connection service for the Connectivity for Employment Support Program with CARES Act funds received through the County, for an amount not to exceed $75,000. Section 4. The City Staff is hereby directed to take any and all action necessary to effectuate the intent of this resolution. Section 5. All resolutions or parts of resolutions on in conflict herewith be, and the same are hereby repealed to the extent of such conflict. Section 6. 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 7. This Resolution shall become effective immediately upon its passage and adoption. Temp. Reso. No. 13527 October 20, 2020 Page 5 of 5 PASSED AND ADOPTED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA THIS : , DAY OF OCTOBER, 2020. CITY OF TAMARAC, FLORIDA No'cg T A 11,4,4 ',//,, /- - ' :// 76: / :`. • yt? Michele J. Gomez, MA ,ESTJSLISt IED g AT EF. 193:3 :` J.EN IFERJCS ' NSbN- CITY CLERK ' RECORD OF COMMISSION VOTE: MAYOR GOMEZ ,�5 DIST 1: V/M BOLTON ' t.� DIST 2: COMM. GELIN AW4q DIST 3: COMM. FISHMAN lit,,6 DIST 4: COMM. PLACKO ir-Y- I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO FORM: i z9 IA UEL S. GO CITY ATTORN DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 r T-MOBILE '1' FOR GOVERNMENT GOVERNMENT MASTER SERVICES AGREEMENT BETWEEN THE CITY OF TAMARAC AND T-MOBILE USA, INC. THIS GOVERNMENT MASTER SERVICES AGREEMENT ("Agreement") is entered into as of November 25, 2020, (the "Effective Date") between the CITY OF TAMARAC, a Florida municipal corporation, located at 7525 NW 88th Avenue Tamarac, Florida ("City" or "Customer"), and T-Mobile USA, Inc., 12920 SE 38th Street,Bellevue, Washington 98006, a Delaware Corporation duly registered as a Florida Foreign Corporation("T-Mobile"),(collectively the"Parties"). WITNESSETH: WHEREAS,the City has been awarded Coronavirus Aid,Relief,and Economic Security("CARES")funds by the U.S.Treasury through Broward County to provide services benefiting persons impacted by COVID- 19,especially the elderly;and WHEREAS, T-Mobile has performed similar services, including but not limited to the Scope of Services listed below("SERVICES"); and WHEREAS,the City desires to engage T-Mobile to render SERVICES; and NOW, THEREFORE,the Parties agree as follows: ARTICLE I UNDERLYING AGREEMENT Customer agrees to purchase wireless mobile SERVICES and devices from T-Mobile and T-Mobile agrees to provide the SERVICEDS and devices to Customer based on the prices listed below. The terms of Customer's purchase and use of the Services will be governed by this Agreement and the NASPO ValuePoint Contract No. 1907 and applicable Participating Addendum between the City and T-Mobile dated October 3, 2018 ("Master Agreement"). The Master Agreement is incorporated herein in its entirety by this reference. The NASPO Wireless Voice Service, Wireless Broadband Service, Accessories and Equipment A Agreement No. 1907("NASPO 1907 Agreement")will expire on December 31,2020.The City g �' ) P agrees that this Agreement will begoverned bythe NASPO ValuePoint Wireless Data, Voice and g Accessories Master Agreement No. MA176 and applicable Participating Addendum ("NASPO MA176 Agreement")effective on or before January 1,2021. ARTICLE II SCOPE OF SERVICES 1. T-Mobile shall provide SERVICES for up to 156 individuals who are considered to be part of the City's low and moderate-income population pursuant to the "Connectivity for Employment Support Program", through the provision of up to 156 interne accessible mobile tablets with ongoing prepaid service for a period of two(2)years from the delivery of the tablets as more fully described in this Article. (00414006.12704-0501640E City of Tamarac Page I 1 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 '1" IT-MOBILE FOR GOVERNMENT 2. Offer/Pricing. Mobile Rate Plans include Mobile Device as listed below: • Discounted or free mobile Internet devices dependent on rate plan as described below. Rate Plan Device Rate Plan Features Bundled Cost per Line* Government Mobile Internet device 2-Years Unlimited on $473.76 Unlimited Mobile is part of Bundle device 4G LTE data, Internet for Tablets (MSRP: $264 Unlimited Messaging- w/11 GB Hotspot depending on specific 11GB of 4G LTE Mobile Bundle device)' Hotspot(reduced to 3G after the bucket is used); For use with tablets/iPads only ' Specific mobile Internet device type(s)are subject to inventory availability provided to Customer at T-Mobile's discretion. * Prices do not include applicable taxes and surcharges, not qualified for any further aggregate volume discount. 4. Total Order. Customer agrees to order the following lines of Service and, if applicable, Devices. Amounts below do not include any applicable taxes and surcharges: Total Bundled Term Total Cost for Total Subsidy Total Customer Number Cost per Length Term Amount to Commitment for the of Lines Line (months) Customer(Device Term of the Discount/Subsidy x Agreement' #of Lines) 156 $473.76 24 $73,906.56 $41,184 $73,906.56 1 Total Customer Commitment for Term is equal to the Total Cost for Term, subject to Section 5 below. 5. (a) Requirements to qualify for Device Discount/Subsidy: • For the Device Discount/Subsidy to be effective, Customer must purchase a Device from T- Mobile with an activated line of Service based on the rate plan listed above under its Master Account.Each line of Service must be activated and maintained for at least 24 months from the date of activation without any suspension or termination of any line of Service that received the Device Discount/Subsidy(the"Device Discount/Subsidy Term"); • Customer agrees that it cannot change or move the lines of Service with a Device Discount/Subsidy to a rate plan with a different or lower Rate Plan during the Device Discount/Subsidy Term and if it does, Customer will reimburse T-Mobile for the Device Discount/Subsidy received,as set forth in Section(c)below; • Each line of Service and each Device purchased must be activated in accordance with the terms of the Master Agreement; • This Device Discount/Subsidy cannot be combined with any other discount or promo offers; • Customer's account must remain in good standing with T-Mobile to receive the Device Discount/Subsidy; and (00414006.1 2704-0501640} City of Ta ma r a c Page 12 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 T MOBILE '1' FOR GOVERNMENT • Lines of Service that are terminated or suspended (without reactivation) within the Device Discount/Subsidy Term will be subject to repayment of the Device Discount/Subsidy as set forth below in Section (c). Customer may suspend lines during the summer months while Customer is not in session;however,the terms for those lines will be extended to qualify for the 24 -month Device Discount/Subsidy Term, and the months while the lines are suspended will not qualify to meet the Device Discount/Subsidy Term. (b) Device Discount/Subsidy on Customer's Master Account.Subject to the requirements in the Section above, T-Mobile will issue the Device Discount/Subsidy when Customer submits an order to T- Mobile under its Master Account. (c) Device Discount/Subsidy Term/Termination; Device Discount/Subsidy Repayment. If any line of Service that received a Device Discount/Subsidy is terminated or suspended(without reactivation) prior to the end of the Device Discount/Subsidy Term,then Customer agrees to reimburse T-Mobile a pro rata portion of the Device Discount/Subsidy equal to 1/24th of the discounted or subsidized amount for each month remaining in the Device Discount/Subsidy Term. T-Mobile will charge Customer the repayment amount of the Device Discount/Subsidy for each line of Service terminated before the end of the Device Discount/Subsidy Term on Customer's monthly bill. ARTICLE III CONDITION OF SERVICES I. T-Mobile agrees to the following: a) The SERVICES shall be provided as described in Article II. b) Submit the invoice for Services as described in Section VII. c) External Funding Requirements: This agreement is wholly or partially funded by grants, loans or programs administered by Federal governmental agencies or State governmental agencies,or both. Customer,and not T-Mobile,is responsible for ensuring Customer's compliance with all applicable Federal, State and Local funding source and procurement laws, rules and regulations (including, without limitation, laws, rules and regulations under the Coronavirus Aid, Relief, and Economic Security("CARES")Act) (collectively "Applicable Funding Law"), and Customer represents and warrants compliance with the same. T-Mobile, as it relates to payment by the City or Broward County under any portion of the proposed contract utilizing funding sources, is not a recipient, subcontractor,subrecipient or subgrantee,but rather a vendor/contractor that is a provider of goods and related services. T-Mobile acknowledges and agrees that throughout the performance of this agreement that applicable federal law may be clarified,enacted or amended by legislation,case law,rule,or agency interpretation.As such T-Mobile,upon notification by the City or upon knowledge obtained by the T-Mobile and notice to the City shall comply with all applicable federal law.T-Mobile and the City will use good faith efforts to reach mutual agreement on an amendment, pursuant to Article VI herein, as it relates to any such clarified, enacted, or amended applicable federal law. However, the parties agree and acknowledge that either party may, upon 10 days' advance written notice to the other party,terminate this Agreement effective as of December 30,2020 in the event that such (00414006.12704-0501640} City of Tamarac Page 13 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 TT-MOBILE N FOR GOVERNMENT party determines in its reasonable,good faith discretion that City does not have appropriated funds lawfully authorized and available to pay for Services or Devices under Applicable Law after December 30, 2020. If City has prepaid for Service for any periods after the effective date of termination under this section, T-Mobile will refund the prorated portion of such prepaid amounts relating to the future periods. City will reimburse T-Mobile in accordance with ARTICLE II/Paragraph 5(c). ARTICLE III TERM OF AGREEMENT This Agreement shall commence on the Effective Date entered above , and shall continue for a period of two(2)years from the date of provision of each individual tablet with no additional costs to be incurred by the City after the payment described in Article VII of this Agreement. ARTICLE IV DEFAULT 1. For purposes of this Agreement(and the documents referenced or incorporated herein),a default shall include without limitation the the failure of a Party,its agents and employees,as applicable,to cure a material breach regarding material terms and conditions of this Agreement within thirty(30)days of receiving notice of such breach. a. In the event a Party fails to cure a breach under this Article, the other Party may exercise any and all rights including those rights expressed in Article V. b. Additionally,a Party shall be entitled to bring any and all legal and/or equitable actions in Broward County,Florida,in order to enforce its rights and remedies against the breaching party and shall be entitled to recover all costs of such actions including a reasonable attorney's fee, at trial and appellate levels,to the extent allowed by law. ARTICLE V TERMINATION The City and T-Mobile agree that this Agreement, subject to Article III, Section 5, may be terminated by either party for convenience upon written notice at least thirty(30)days prior to the effective date of such termination. ARTICLE VI AMENDMENTS Any alterations,variations,modifications,waivers,or provisions of this Agreement shall only be valid when they have been reduced to writing,duly approved and signed by both parties,and attached to the original of this Agreement. This Agreement contains all the terms and conditions agreed upon by the Parties. No other agreement, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or bind any of the Parties. 100414006.12704-0501640) City of Tamarac Page 14 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 TiT MOBILE FOR GOVERNMENT ARTICLE VII METHOD OF PAYMENT Upon execution of this Agreement, the City shall make payments to T-Mobile for expenditures incurred under this Agreement based on actual expenditures with supportive documentation in accordance with the program budget and implementation. The maximum amount payable under this contract is Seventy-Five Thousand Dollars and 00/100 Dollars($75,000.00)and shall represent the only source of funding received from the City for the Scope of Services. The entire amount must be invoiced by November 30,2020. All payments shall be governed by the requirements of the Local Government Prompt Payment Act,F.S., Part VII,Chapter 218. ARTICLE VIII CONFLICT OF INTEREST The conflict of interest provisions of this section apply to any person who is an employee,agent,consultant, officer,or official of T-Mobile. T-Mobile covenants that persons described in this section who exercise any functions or responsibilities under this part or who are in a position to participate in a decision making process or gain information with regard to such activities may not obtain a financial interest in any contract, subcontract or benefit from an activity being provided under this Agreement,nor may have a financial interest in any contract,subcontract or agreement with respect to an activity covered under this Agreement,either for themselves or those with whom they have family or business ties. Any such interest on the part of T-Mobile or its employees shall be disclosed in writing to the City. T- Mobile agrees to abide and be governed by the conflict of interest requirements applicable to or promulgated by Federal agencies or the City,which are incorporated by reference. ARTICLE IX INDEMNIFICATION To the fullest extent permitted by law,T-Mobile shall indemnify,hold harmless and defend,not excluding the City's right to participate, Customer from and against all liability,claims, actions,damages,losses, and expenses, including, without limitation, reasonable attorneys' fees and costs, arising out of any alleged negligent or willful acts or omissions of T-Mobile,its officers,employees and agents. ARTICLE X PERFORMANCE MONITORING; REPORTS Performance Monitoring The City will monitor the performance of T-Mobile based on goals and performance standards as stated above for any and all contract performance. . Performance Evaluation At the end of the Agreement, or at any prearranged time, the City Manager may evaluate T-Mobile's performance.This evaluation will become public record. {00414006.1 2704-0501640} City of Tamarac Page 15 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 IT MOBILE FOR GOVERNMENT ARTICLE XI ADDITIONAL CONDITIONS AND COMPENSATION It is expressly understood and agreed by the Parties that the funds contemplated by this Agreement originated from federal funds and funding is contingent upon approval and funding by Federal Government through Broward County Government. ARTICLE XII NOTICES It is understood and agreed between the Parties that all notices which may arise in connection with this Agreement shall be considered sufficient when made in writing and mailed or delivered to the appropriate address: If to the City: CITY OF TAMARAC 7525 NW 886 Avenue TAMARAC,FL 33321 Attn: City Manager With Copies to: CITY OF TAMARAC Samuel S. Goren,Esq. 3099 E. Commercial Boulevard, Suite 200 Fort Lauderdale,Florida 33308 Attn: City Attorney CITY OF TAMARAC 7525 NW 886 Avenue TAMARAC,FL 33321 Attn: Director of Community Development Department T-Mobile: T-Mobile,USA,Inc. 12920 SE 38th Street Bellevue,WA 98006 Attn: Peter Vargas, Director,Public Sector&Education—South Region With an email copy to: Legal_Government_Contracts@t- mobile.com or to such other address as may be designated in writing. ARTICLE XIII (00414006.12704-0501640E City of Tamarac Page 16 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 T-MOBILE J FOR GOVERNMENT SUBCONTRACTS This Agreement may not be assigned or otherwise transferred by either Party in whole or in part without the express prior written consent of the other Party,which consent will not unreasonably be withheld.T-Mobile reserves the right to assign this contract to any parent,subsidiary or affiliate of T-Mobile or to any purchaser of all or substantially all its assets. ARTICLE XIV ACCESS TO RECORDS;AUDITS ACCESS TO RECORDS 1. T-Mobile, as outlined in Article XIV of this Agreement, shall, during the term and for a period of 5- years thereafter or as otherwise required by Florida Law, allow upon reasonable written notice access during normal business hours to relevant business records to authorized Federal, State or City representatives and agrees to provide such reasonable assistance as may be necessary to facilitate financial audit by any of these representatives to insure compliance with applicable accounting and financial standards. T-Mobile shall allow access during normal business hours,at T-Mobile's business offices,to all relevant records, forms, files,and documents which have been generated in performance of this Agreement,to those personnel as may be designated by the City. If a third party auditor acting on behalf of the Customer is utilized for access to records, such access shall be subject to a non- disclosure agreement to the extent allowable under applicable Florida law. 2. Documentation and Record Keeping a. Records to be Maintained. T-Mobile shall maintain all records required by F.S. 119.0701(2)(b) "Public Records",that are pertinent to the activities to be funded under this Agreement. Such records shall include but not be limited to: i. Records providing a full description of each activity undertaken; ii. Records required to determine the eligibility of activities b. Upon request from the City's custodian of public records, T-Mobile shall 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 a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. c. T-Mobile shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if T-Mobile does not transfer the records to the City. d. T-Mobile 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 provided that T-Mobile utilizes such format and can provide in such format in T-Mobile's ordinary course of business. Should the format utilized by T-Mobile not be compatible with the City's systems, T-Mobile shall reasonably assist the City in rendering the records in a format (00414006.12704-0501640E City of Tamarac Page 17 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 "1' IT-MOBILE FOR GOVERNMENT useful to the City, provided the solution will not result in T-Mobile incurring any additional expense.. 3. Audits T-Mobile shall maintain copies of books, records, documents, and other evidence directly pertaining to or connected with the services under this Agreement which shall be available and accessible at T-Mobile's offices for the purpose of inspection,audit,and copying during normal business hours by City,or any of its authorized representatives for a period of five years after its termination or expiration. T-Mobile agrees that the City and county, state, or federal agencies shall have the right to audit T- Mobile's books, records, and accounts for which the respective agencies have provided the funding source of the programs administered by T-Mobile is provided for under this Agreement. Audits,reviews, monitoring, inspections, and investigations conducted pursuant to this Agreement may include, but are not limited to,on-site visits during normal business hours by City,county,state or federal staff,interviews of staff,review of performance and financial reports,determining and monitoring appropriate corrective action,and issuing management letters on deficiencies or weaknesses identified. Any third party auditor acting on behalf of the City shall be subject to prior approval by T-Mobile and may be required at T- Mobile's sole discretion to T-Mobile's Non-Disclosure Agreement prior to examining, inspecting, copying or auditing T-Mobile's non-public records as defined in the Non-Disclosure Agreement. T- Mobile shall fully comply and cooperate with any auditing and monitoring activities required under applicable law by City, county,state or federal agencies. ARTICLE XV SEVERABILITY OF PROVISIONS If any provision of this Agreement is held invalid,the remainder of this Agreement shall not be affected if such remainder would then continue to conform to the terms and requirements of applicable law. ARTICLE XVI INSURANCE T-Mobile shall obtain at T-Mobile's expense all necessary insurance in such form and amount as required by the City's Risk& Safety Manager before beginning work under this agreement including,but not limited to,Workers'Compensation Insurance,General Liability Insurance,with limits of$1,000,000 per occurrence and $2000,000 general aggregate, Unemployment Insurance and all other insurance required by law. T- Mobile shall maintain such insurance in full force and effect during the life of this Agreement. T-Mobile shall provide to the City's Risk and Safety Manager certificates of insurance required under this section prior to beginning any work under this Agreement. The General Liability policy shall be endorsed to include the City of Tamarac as additionally insured. The City shall also be named as the Certificate Holder. Compliance with the foregoing requirements shall not relieve T-Mobile of its liability and obligations under this section or any other section of this Agreement. ARTICLE XVII CIVIL RIGHTS T-Mobile agrees to abide and be governed by Title VI and VII, Civil Rights Act of 1964 (42 USC 2000 D &E)and Title VIII of the Civil Rights Act of 1968,as amended,which provides in part that T-Mobile will take affirmative action to ensure that employees and those of its subcontractors are treated during (00414006.12704-0501640) City of Tamarac Page 18 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 m T-MOBILE '1" FOR GOVERNMENT 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 in performance of this Agreement, in regard to persons served, or in regard to employees or applicants for employment. It is expressly understood that upon receipt of evidence of such discrimination,the City shall have the right to terminate this Agreement. T-Mobile also agrees to abide and be governed by the Age Discrimination Act of 1975, as amended, 42 USC,which provides in part that there shall be no discrimination against persons in any area of employment because of age. ARTICLE XVIII PROJECT PUBLICITY Any news release or other type of publicity pertaining to the Program must be by mutual agreement of the Parties and recognize the City as the recipient funded by HUD as the entity, which provided funds for the project. ARTICLE XIX VENUE,APPLICABLE LAW This Agreement shall be governed by the laws of Florida, and any action shall be brought in Broward County,Florida. ARTICLE XX SCRUTINIZED COMPANIES By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, T- Mobile certifies that T-Mobile is not participating in a boycott of Israel. T-Mobile further certifies that T- Mobile 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 T-Mobile 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 T-Mobile of the City's determination concerning the false certification. T-Mobile 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,T-Mobile 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 T-Mobile 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. ARTICLE XXI UNCONTROLLABLE FORCES Neither the City nor T-Mobile 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 {00414006.12704-0501640} City of Tamarac Page 19 November 25, 2020 DocuSign Envelope ID:8D1 B468E-0A18-40E0-B783-DA18F88AF813 "1" IT-MOBILE FOR GOVERNMENT 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. ARTICLE XXIII SURVIVAL OF PROVISIONS Articles IX,X,XII,XIV and XVI shall survive the expiration or termination of this Agreement. ARTICLE XXIV 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. ARTICLE XXV PUBLIC RECORDS CUSTODIAN IF T-MOBILE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO T-MOBILE'S DUTY TO PROVIDE PUBLIC RECORDS 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 {00414006.12704-0501640} City of Tamarac Page 110 November 25, 2020 DocuSign Envelope ID:8D1B468E-0A18-40E0-B783-DA18F88AF813 rri T MOBILE FOR GOVERNMENT [The remainder of page is intentionally blank] IN WITNESS WHEREOF,the parties have executed this Agreement by their respective proper officers duly authorized the day and year first above written. T-MOBILE: T-Mobile,USA,Inc. r—DocuSigned by: Name r ( u'sou, 11/25/2020 i DocuSIg1nedby: `—B35FA7D3A68144D... pat valets 11/25/2020 �jtmbHile,)egal Approved BY: —3D87F780DB8948D \\\\\Orr TA Nl�A Peter Vargas,Director,Public Section& •` .�) Education—South Region • ATTEST:' ESTABLISHED : �t CITY OF TAMARAC 1963 �� SEAL _ (Je er Johnso ,e Michael C.Cernech,City Manager Approv to form: 1/19/04JZ)))z4) -• City Attorney {00414006.1 2704-0501640) City of Tamarac Page 111 November 25, 2020