CN-700000-23010.pdf

Agency Term Contract

ATC-23-010

Building Code Plans Review and Inspection Services

This Contract is between the State of Florida, Department of Corrections (“Department”), and EP Consultants, Inc.-EPCI (“Contractor”).

WITNESSETH

WHEREAS, the Department and Contractor are collectively referred to herein as "Parties" and individually as a "Party," and capitalized terms shall have the meaning assigned to them in the Contract, unless otherwise defined herein; and

WHEREAS, the Department has accepted the Contractor’s Negotiated Pricing and enters into this Contract under the authority of Section 287.057(6), Florida Statutes (F.S.).

THEREFORE, in consideration of the mutual promises contained herein, the Parties agree as follows:

I. Definitions

A. Agency Term Contract (ATC or Contract): A written agreement between the

Department and the Contractor that is mandatory for use by the entire Department and under which Purchase Orders (PO) shall be issued.

B. Building Code Administrator (BCA): A professional(s) who, by education, experience, and examination, is qualified, duly licensed, and registered to engage in the practice of permitting and inspections in the State of Florida, per Chapter 468, Florida Statutes, F.S. The BCA is an independent contractor, not an agent, representative, or employee of the Department.

C. Business Day: Days Monday through Friday, excluding State holidays or other official office closures.

D. Certificate of Completion (C.C.): A document issued by a local government agency, building department, or BCA certifying a building’s compliance with applicable building codes and other laws. The C.C. will only be issued after the BCA verifies that the work complies with applicable codes.

E. Certificate of Occupancy (C.O.): A document issued by a local government agency, building department, or BCA certifying a building’s compliance with applicable building codes and other laws and indicating it to be in a condition suitable for occupancy. The C.O. will only be issued after the BCA verifies that the work complies with the applicable codes. At the Department’s discretion, a C.C. may be acceptable to fulfill the C.O. requirement on a Project. A C.O. is required for a new building and major for new building and major renovations to an existing building.

F. Contractor: The organization or individual providing services to the Department, in accordance with the terms and conditions of the Contract.

G. Contract Administrator: The Department employee, or his/her designee, who serves as the liaison between the Contract Manager and the Department.

H. Contract Manager: The Department employee, or his/her designee, identified as the individual responsible for performance oversight and operational management of the Contract and serves as the liaison between the Contractor and the Department.

I. Day: A calendar day, unless otherwise noted.

J. Department or FDC: The Florida Department of Corrections.

K. General Contractor (GC): The qualified Construction Manager (CM) or Design Build

Firm (DBF) (terms will be used interchangeably) that enters into an agreement directly with the Department for a major portion of the Project. When the Department is constructing buildings using inmate labor, the Department will follow the same procedure as required by the GC.

L. Purchasing Card (PCard): The State of Florida’s purchasing card program which utilizes the Visa platform.

II. Scope of Work

The services and/or commodities to be provided by the Contractor pursuant to this Contract as defined and described in this Contract and Attachment I.

III. Contract Term

The initial term of this Contract is for three (3) years and shall begin on the last date on which it is signed by all Parties.

IV. Renewal Terms

The Department and the Contractor may renew the Contract in whole or in part, for a renewal term not to exceed three (3) years, or portions thereof, at the renewal pricing specified in the Contractor's original submission, upon mutual agreement of the Parties as set forth in the Contract. The Department may not be charged any costs relating to a renewal.

V. Contract

This Contract, together with the following attached documents (Attachments), sets forth the entire understanding of the Parties and supersedes all prior and contemporaneous agreements, whether written or oral, with respect to such subject matter.

All Attachments to this Contract are incorporated in their entirety and form as part of this Contract. The Contract has the following Attachments:

a) Attachment I: Scope of Work;

b) Attachment II: Contractor’s Negotiated Pricing;

c) Attachment III: Vendor’s Contact Information and Certification;

d) Attachment IV: Security Requirements;

e) Attachment V: Service/Delivery Locations;

f) Attachment VI: Building Permit Application;

g) Attachment VII: State Building Permit;

h) Attachment VIII: Supplemental Instructions;

i) Attachment IX: Code Inspection Request Form;

j) Attachment X: Code Inspection Report Form;

k) Attachment XI: Certificate of Occupancy; and

l) Attachment XII: Annual Contract Service Report.

VI. Amendments

Unless otherwise provided herein, all modifications to this Contract must be in writing and signed by both Parties, except changes to Section VIII, below. Any future amendments of the Contract, which alter the definition of the services, or scope of work, shall define the services, or scope, in the same format as Attachment I.

Amendments issued after Contract execution may expressly change the provisions of the Contract. If an amendment expressly alters the Contract, then the most recent amendment will take precedence.

VII. Contract Notices

Unless otherwise required herein, the Parties shall provide all notices required or permitted by this Contract in writing by certified mail, return receipt requested, or hand-delivery to the respective Parties. All notices shall be deemed received on the date of delivery.

Contract management changes to Section VIII, Contract Management, may be delivered by email to the Contractor's Representative change notices by email shall be deemed received when they are transmitted and not returned as undelivered or undeliverable.

[Remainder of Page Left Blank Intentionally]

VIII. Contract Management

The Department employee who is primarily responsible for maintaining the Contract Administration file is:

Contract Administrator Bureau of Procurement Florida Department of Corrections 501 S. Calhoun Street, Suite 327 Tallahassee, FL 32399-2500 Telephone: (850) 717-3700 Email: Purchasing@fdc.myflorida.com

The Contract Administrator will perform the following functions:

1. Maintain the official Contract Administration file;

2. Write and maintain this Contract and all amendments; and

3. Maintain records of all formal Contract correspondence between the Department and the Contractor as provided by the Contract Manager for filing in the Contract Administration file.

The Contract Manager is:

Merideth Middleton, Operations & Management Consultant Manager Division of Facilities Management & Building Construction Florida Department of Corrections 600 S. Calhoun Street Tallahassee, FL 32399-2500 Telephone: (850) 717-3925 Email: Merideth.Middleton@fdc.myflorida.com

The Contract Manager will perform the following functions:

1. Maintain a Contract Management file;

2. Serve as the liaison between the Department and the Contractor;

3. Enforce performance of the Contract terms and conditions;

4. Monitor and evaluate the Contractor’s performance to ensure services conform to the

Contract requirements;

5. Request all amendments, renewals, and terminations of this Contract, and implement management of any Contract changes;

6. Exercise applicable remedies, as appropriate, when the Contractor’s performance is deficient; and

7. Evaluate the Contractor’s performance upon completion of this Contract. This evaluation will be placed in the Contract file and will be considered if this Contract is subsequently used as a reference in future procurements.

For each Purchase Order issued by the Department, the individual listed as “On Behalf Of” shall serve as a local Contract coordinator, and will perform the following functions:

mailto:Purchasing@fdc.myflorida.com mailto:Merideth.Middleton@fdc.myflorida.com

1. Verify the receipt of deliverables from the Contractor;

2. Review, verify, and approve invoices from the Contractor;

3. Monitor the quality of services and commodities being delivered;

4. Monitor the budget to ensure funds are available through the Contract term; and

5. Serve as the liaison between the Department, Contract Manager, and Contractor relating to quality and delivery.

As provided for in Sections VI and VII, the Department may appoint a different Contract Administrator or Contract Manager, which will not require an amendment to the Contract, by providing notice to the Contractor. The Contractor shall address all communication relating to the Contract to the Contract Manager.

The Contractor has assigned the following individuals(s) to serve as the Contractor’s Representative for this Contract:

Hilton Bo Creel EP Consultants, Inc.-EPCI 205 W. 7th Street Panama City, FL 32401 Telephone: (850) 818-0213 Mobile: (850) 819-5191 Email: bo146@bellsouth.net

The Department will direct all questions and customer service issues concerning this Contract to the Contractor's Representative above. It will be the Contractor’s Representative’s responsibility to coordinate with necessary Department personnel, as required, to answer questions and resolve issues. The Contractor must provide notice to the Contract Manager as set out in Section VII, if a new employee is designated as the Contractor’s Representative for this Contract.

IX. Performance Measures and Financial Consequences

A. The Contractor agrees to the Department’s assessment of financial consequences, which are not intended to be a penalty but to incentivize the Contractor’s performance under this Contract. The performance measures below list the key expectations most critical to the success of the Contract and the financial consequences the Department will assess if an expectation is not met.

B. If the Contractor is unable to achieve a performance measure expectation because of unforeseen circumstances outside of its control, the Contractor may submit a written request, in advance, to the Contract Manager to waive the assessment of the associated financial consequence.

1. The Contract Manager will then review the request to determine whether mitigating circumstances existed beyond the Contractor’s control.

mailto:bo146@bellsouth.net

2. For the Department to approve the request, the Contractor must not have contributed to the failed expectation in any manner.

C. The Department does not waive its ability to assess financial consequences by allowing the delivery of items(s) or completion of services after the time allowed.

D. Nothing in this section shall limit the Department’s right to pursue other remedies available at law or equity.

Performance Measures (PM)

No. Description Expectation Measurement Financial Consequence

PM-001

All services performed by the

Contractor shall be completed by a properly licensed individual.

The Contractor will produce proof of license and certifications issued by all authorities, federal, State, and local.

Per Service

The Department will not pay for services performed by the Contractor without a proper license. The services must be redone by properly licensed staff.

PM-002

The Contractor shall provide a letter of proposal of service and cost prior to the performance of any Contract services for each project requiring building code services.

The letter of proposal of service shall be submitted within five

(5) Business Days of the request being made to include all aspects of the service needed per

Attachment I.

Per Occurrence

$25 per Day beginning on the (6th) Business Day after the request is made until the letter of proposal of service and cost is received.

PM-003

The Contractor shall make and complete inspections timely.

After a request to inspect has been made, the Contractor will make and complete the required inspections within two

(2) Business Days of the request in accordance with all specifications, Plans

Examination Assignments, using all required State and Departmental forms, as per Section

1.1.11.3 of

Attachment I.

Per Occurrence

$50 per Day beginning on the (3rd) Business Day after the request is made until the inspection is scheduled.

Performance Measures (PM)

No. Description Expectation Measurement Financial Consequence

PM-004 The Contractor shall evaluate plans timely.

Plans must be evaluated, and either a permit issued, or if comments are provided, comments must provide sufficient detail such that when revisions are applied a permit will result. Plan reviews are provided within 10 Business

Day from PO issuance, as per Section 1.1.5 of Attachment I.

Per Occurrence

$50 per Day beginning on the 11th Business Day after the PO is issued until a permit is issued or plan review comments are provided.

PM-005

The Contractor shall provide plan examinations, permitting, and inspection services accurately.

The Contractor shall provide services in accordance with Section 1.1 of

Attachment I and all applicable federal, State, and local laws.

Per Occurrence

The cost of the inspection plus $250 per occurrence where the Contractor was at fault for not complying with the requirements in Section 1.1, or applicable federal, State, and local laws.

PM-006

The Contractor shall provide all reports accurately and timely.

Timely Reporting applies to the annual contract report, Attachment XII.

Per Occurrence $100 Per Day after 30 Days following the end of annual year.

PM-007

The Contractor shall complete the day of inspection documentation.

The Contractor shall date and initial the

State Building Permit and submit

Attachment X to the GC, per Section

1.1.11.1 of Attachment I.

Per Occurrence On the day of a completed

Inspection, prior to leaving the site, $50 Per Day.

X. Termination

A. Termination at Will

Either Party may terminate this Contract at will upon no less than 30 Days’ written notice unless a shorter period is mutually agreed upon by both Parties. A Party shall deliver notice by certified mail (return receipt requested), by other delivery methods whereby an original signature is obtained, or in person with proof of delivery.

B. Termination Due to Lack of Funds

If funds to finance this Contract become unavailable, the Department may terminate the Contract upon no less than 24 hours’ written notice to the Contractor. The Department will deliver notice by certified mail (return receipt requested), by other delivery methods whereby an original signature is obtained, or in person with proof of delivery. The Department shall be the final authority as to the availability of funds.

C. Termination for Cause

If a breach of this Contract occurs by the Contractor, the Department may terminate the Contract for cause. The Department may elect to afford, at its exclusive option, an opportunity for the Contractor to cure the breach within 30 Days upon written notice by the Department. Any breach of this Contract still left uncured by the Contractor after the Department has elected to provide 30 Days to cure (remedy) the breach may result in the Department's termination of this Contract upon 24 hours’ written notice by the Department. If the Department does not elect to allow the Contractor to cure a breach (e.g., instances of egregious Contractor conduct or other Contractor actions which may be harmful to the Department), the Department may immediately terminate this Contract for cause, upon 24 hours’ written notice to the Contractor, as described in this section. Notice shall be delivered by certified mail (return receipt requested), in person with proof of delivery, or by another delivery method whereby an original signature is obtained. If applicable, the Department may employ the default provisions in Section 287.1351, F.S. The provisions herein do not limit the Department's right to remedies at law or in equity.

D. Termination for Unauthorized Employment

The Contractor’s violation of Section 274A of the Immigration and Nationality Act shall be grounds for unilateral cancellation of this Contract.

XI. Assignment

The Contractor shall not assign its duties or rights under this Contract to another Party without the prior written approval of the Department. The Department shall, at all times, be entitled to assign or transfer its rights, duties, and obligations under this Contract to another governmental agency of the State of Florida upon providing written notice to the Contractor.

XII. Subcontracts

The Contractor may, with the prior written consent of the Department, enter into written subcontracts for delivery or performance of services, as indicated in this Contract. No subcontract, into which the Contractor enters for the performance of any of its duties under the Contract, shall in any way relieve the Contractor of any responsibility for the performance of the Contract. All subcontractors, regardless of function, shall comply with the Department’s security requirements, including background checks, and all other

Contract requirements.

The Department is not authorized to make payments to the subcontractor for services or commodities provided under the Contract.

The Contractor shall make all payments to subcontractors. If the Contractor utilizes a subcontractor, the Contractor shall pay the subcontractor within seven (7) Business Days after any payment is received from the Department, per Section 287.0585, F.S. It is understood, and agreed upon, that the Department shall not be held accountable to any subcontractor for any expenses or liabilities incurred under the subcontract, and that the Contractor is solely responsible to the subcontractor for all expenses and liabilities under the Contract. If the Contractor fails to pay the subcontractor within seven (7) Business Days, the Contractor shall pay the penalty to the subcontractor in the amount of one-half (1/2) of one percent (1%) of the amount due, per Day, from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed 15% of the outstanding balance due.

XIII. Price Decreases

The Contractor shall apply to the Department any price decrease effectuated during the Contract term by reason of market change or special sales offered to other customers.

Such a price decrease applies regardless of whether any related equipment is rented or leased by the Department under the Contract. Price increases are rejected, unless otherwise stated. All prices are firm and shall be held for the duration of the Contract term.

Equitable price adjustments shall only be considered if they are received and justified in accordance with the PUR 1000, Section 4(e).

XIV. Additions/Deletions

During the term of the Contract, the Department reserves the right to add or delete services and commodities, when considered to be in its best interest and general scope of the Contract. Pricing shall be comparable to amounts awarded. Further, the Department reserves the right to add or delete institutions and/or satellite facilities to the list of delivery locations.

XV. Delivery

Product(s) shall be shipped as Free on Board (FOB) Destination, and arrive within 30 Days of PO issuance, or at the time mutually agreed upon between both Parties as reflected in the PO. Deliveries of commodities, or provision of services, must be made between 8:30 a.m. and 4:00 p.m., local time, Monday through Friday, excluding State holidays, unless otherwise stated herein or in a subsequent PO.

XVI. General Contract Conditions

The State’s General Contracting Conditions (Form PUR 1000) may be viewed at the link below and are hereby incorporated by reference in their entirety as part of this Contract.

https://www.dms.myflorida.com/business_operations/state_purchasing/state_agency_res ources/state_purchasing_pur_forms.

The terms and conditions set forth within this Contract supersede any conflicting terms and conditions set forth with Forms PUR 1000.

XVII. Other Conditions

A. Public Records

The Contractor agrees to: (a) keep and maintain public records required by the Department in order to perform the Contract; (b) upon request from the Department’s custodian of public records, provide the Department with a copy of the related records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, F.S. or as otherwise provided by law; (c) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract, if the Contractor does not transfer the records to the Department upon Contract expiration or termination; and (d) upon completion of the Contract, transfer, at no cost, to the Department all public records in possession of the Contractor or keep and maintain public records required by the Department to perform the Contract. If the Contractor transfers all public records to the Department upon completion of the Contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the Contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Department, upon request from the Department’s custodian of public records, in a format that is compatible with the information technology systems of the Department. Pursuant to Section 287.058(1)(c), F.S., the Department is allowed to unilaterally cancel the Contract for refusal by the Contractor to allow public access to all documents, papers, letters, or other material made or received by the Contractor in conjunction with the Contract, unless the records are exempt from Section 24(a) of Art. I of the State Constitution and Section 119.07(1), F.S.

If the Contractor has questions regarding the application of Chapter 119, Florida Statutes, to the Contractor’s duty to provide public records relating to this Contract, contact the custodian of public records at:

Florida Department of Corrections ATTN: Public Records Unit 501 South Calhoun Street Tallahassee, Florida 32399-2500 https://www.dms.myflorida.com/business_operations/state_purchasing/state_agency_resources/state_purchasing_pur_forms https://www.dms.myflorida.com/business_operations/state_purchasing/state_agency_resources/state_purchasing_pur_forms

Telephone: (850) 412-2664 Fax: (850) 922-4355 Website: https://floridadoc.govqa.us/WEBAPP/_rs/(S(mxurvkh n004wtw1eymm15f4x))/SupportHome.aspx

B. Confidentiality

The Contractor shall ensure all staff assigned to this Contract maintain confidentiality with reference to commodities and services in accordance with applicable local, State, and federal laws, rules, and regulations. The Department and the Contractor agree that all information and records obtained in the course of providing services under this Contract shall be subject to confidentiality and disclosure provisions of applicable federal and State statutes and regulations adopted pursuant thereto.

The Contractor agrees to keep all Department personnel information (i.e., Department staff telephone numbers, addresses, etc.) strictly confidential and shall not disclose said information to any person or entity, unless released to do so, in writing, by the Department.

C. Diversity in Contracting

The State of Florida is committed to supporting its diverse business industry and population through ensuring participation by minority, women, and service-disabled veteran business enterprises in the economic life of the state. The State of Florida Mentor Protégé Program connects minority, women, and service-disabled veteran business enterprises with private corporations for business development mentoring.

We strongly encourage firms doing business with the State of Florida to consider this initiative. For more information on the Mentor Protégé Program, please contact the Office of Supplier Diversity at (850) 487-0915.

The State is dedicated to fostering the continued development and economic growth of small, minority, women, and service-disabled veteran business enterprises.

Participation by a diverse group of Vendors doing business with the state is central to this effort. To this end, it is vital that small, minority, women, and service-disabled veteran business enterprises participate in the State’s procurement process as subcontractors in this Contract. Small, minority, women, and service-disabled veteran business enterprises are strongly encouraged to contribute to this Contract.

The Contractor shall submit documentation addressing diversity and describing the efforts being made to encourage the participation of small, minority, women, and service-disabled veteran business enterprises to the Contract Manager.

Information on Certified Minority Business Enterprises (CMBE) and Certified Service- Disabled Veteran Business Enterprises (CSDVBE) is available from the Office of Supplier Diversity at http://www.dms.myflorida.com/agency_administration/office_of_supplier_diver sity_osd.

https://floridadoc.govqa.us/WEBAPP/_rs/(S(mxurvkhn004wtw1eymm15f4x))/SupportHome.aspx https://floridadoc.govqa.us/WEBAPP/_rs/(S(mxurvkhn004wtw1eymm15f4x))/SupportHome.aspx http://www.dms.myflorida.com/agency_administration/office_of_supplier_diversity_osd http://www.dms.myflorida.com/agency_administration/office_of_supplier_diversity_osd

Diversity in Contracting documentation should identify any participation by diverse subcontractors/suppliers as prime contractors, subcontractors, vendors, resellers, distributors, or such other participation as the Parties may agree. Diversity in Contracting documentation shall include the timely reporting of spending with certified and other minority/women/service-disabled veteran business enterprises.

Such reports must be submitted at least monthly and include the period covered, the name, minority code, and Federal Employer Identification Number of each minority/women/service-disabled veteran subcontractor/supplier utilized during the period, commodities and services provided by the minority/women/service-disabled veteran business enterprise, and the amount paid to each minority/women/service-disabled veteran vendor on behalf of each purchasing agency ordering under the terms of this Contract.

D. Environmental Considerations

The State supports and encourages initiatives to protect and preserve our environment. It is a requirement of the Florida Department of Environmental Protection that a generator or hazardous waste materials that exceeds a certain threshold must have a valid and current Hazardous Waste Generator Identification Number. This identification number shall be submitted as part of the Contractor’s explanation of its company’s hazardous waste plan and shall explain in detail its handling and disposal of this waste.

E. Disputes

Any dispute concerning the performance of this Contract shall be resolved informally by the Parties. Any dispute that cannot be resolved informally shall be reduced to writing and delivered to the Department's Chief Financial Officer (CFO), or designee.

The Department's CFO, or designee, shall decide the dispute, reduce the decision to writing, and deliver a copy to the Contractor’s Representative, the Contract Manager, and the Contract Administrator.

F. Prison Rape Elimination Act

The Contractor shall report any violations of the Prison Rape Elimination Act Federal Rule 28 C.F.R. Part 115 to the Contract Manager immediately.

G. Insurance

The Contractor agrees to provide adequate insurance coverage on a comprehensive basis and to hold such insurance at all times during the existence of this Contract.

The Contractor accepts full responsibility for identifying and determining the type(s) and extent of insurance necessary to provide reasonable financial protection for the Contractor and the Department under this Contract. Upon the execution of this Contract, the Contractor shall furnish the Contract Manager, written verification of such insurance coverage. Such coverage may be provided by a self-insurance program established and operating under the laws of the State of Florida. The

Department reserves the right to require additional insurance where appropriate.

If the Contractor is a State agency or subdivision as defined in Section 768.28, F.S., the Contractor shall furnish the Department, upon request, written verification of liability protection in accordance with Section 768.28, F.S. Nothing herein shall be construed to extend any Party's liability beyond that provided in Section 768.28, F.S.

H. Independent Contractor Status

This Contract does not create an employee/employer relationship between the Parties. The Parties are independent contractors under this Contract, and neither is the employee of the other for all 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 Workers’ Compensation Act, and the State’s unemployment insurance law. The Parties shall each retain sole and absolute discretion in the judgment of the manner and means of carrying out their Contract duties. Services and commodities provided by each Party under this Contract shall be subject to the supervision of the other Party. In performing this Contract, neither Party nor its agents shall act as officers, employees, or agents of the other Party. The Parties agree that they are separate and independent business enterprises, and that each can pursue other opportunities.

This Contract shall not be construed as creating any joint venture or partnership between the Parties, and neither Party will be liable for any obligation incurred by the other Party, including, but not limited to, unpaid wages and overtime premiums.

I. Force Majeure

Neither Party shall be liable for loss or damage suffered as a result of any delay or failure in performance under this Contract or interruption of performance resulting directly or indirectly from acts of God, fire, explosions, earthquakes, floods, water, wind, lightning, civil or military authority, pandemics, acts of public enemy, war, riots, civil disturbances, insurrections, strikes, or labor disputes.

J. Annual Appropriation

The State’s and the Department's duty to pay for commodities or services under this Contract is contingent upon an annual appropriation by the Legislature. The costs of services paid under any other contract or from any other source are not eligible for payment under this Contract.

K. E-Verify

Every public employer, contractor, and subcontractor shall register with and use the E-Verify system, https://www.e-verify.gov/employers, to verify the work authorization status of all newly hired employees. A public employer, contractor, or subcontractor shall not enter into a contract unless each party to the contract registers with and https://www.e-verify.gov/employers uses the E-Verify system in accordance with Section 448.095, F.S.

L. Cooperation with Inspector General

In accordance with Section 20.055(5), F.S., the Contractor understands and will comply with its duty to cooperate with the Inspector General in any investigation, audit, inspection, review, or hearing concerning this Contract

M. Cooperation with the Florida Senate and Florida House of Representatives

In accordance with Section 287.058(7), F.S., the Contractor agrees to disclose any requested information, relevant to the performance of this Contract, to members or staff of the Florida Senate or Florida House of Representatives, as required by the Florida Legislature. The Contractor is strictly prohibited from enforcing any nondisclosure clauses conflictive with this requirement.

N. Scrutinized Companies Contractor Certification

The Contractor certifies they are not listed on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, F.S., and they are not currently engaged in a boycott of Israel. If the Contract exceeds $1,000,000.00 in total, not including renewal years, the Contractor certifies that they are not listed on either 1) the Scrutinized Companies with Activities in Sudan List, or 2) the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List created under Section 215.473, F.S., and further certifies they are not engaged in business operations in Cuba or Syria, as stated in Section 287.135(2)(b)2, F.S. Pursuant to Sections 287.135(5), F.S., and 287.135(3), F.S., the Contractor agrees the Department may immediately terminate this Contract for cause if the Contractor is found to have submitted a false certification or if the Contractor is placed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel, or has engaged in business operations in Cuba or Syria during the term of the Contract. Any company that submits a bid or proposal for a contract or intends to enter into or renew a contract with an agency or local governmental entity for commodities or services, of any amount, must certify that the company is not participating in a boycott of Israel.

O. Purchasing Card (PCard) Program

The State of Florida has implemented the use of a PCard using the Visa platform.

Upon mutual agreement of the Department and Contractor, the Contractor will receive payments via the PCard in the same manner as other Visa purchases. To find out more about the State’s purchasing card program, a Contractor may visit:

https://www.dms.myflorida.com/business_operations/state_purchasing/state_contract s_and_agreements/state_term_contracts/purchasing_card_services https://www.dms.myflorida.com/business_operations/state_purchasing/state_contracts_and_agreements/state_term_contracts/purchasing_card_services https://www.dms.myflorida.com/business_operations/state_purchasing/state_contracts_and_agreements/state_term_contracts/purchasing_card_services

P. Vendor Ombudsman

A vendor Ombudsman has been established within the Florida Department Financial Services. The duties of this office include acting as an advocate for Vendors who may be experiencing problems in obtaining timely payment(s) from a State agency. The Vendor Ombudsman may be contacted by calling the Florida Department of Financial Services at (850) 413-5516 or toll-free at 800-342-2762.

Q. Payment and Invoicing

Pricing for the Contract will be at a fixed rate or percentage discount, whichever is lower. The Department will compensate the Contractor for the delivery of services. All charges must be billed in arrears, in accordance with Section 215.422, F.S. The Contractor must include any and all supporting documentation, as well as its name, mailing address, federal tax identification (ID) number/ FEIN, PO number, the dates of service and relevant supporting documentation.

The Contractor shall submit invoices for compensation for delivery of products/services in detail sufficient for a proper pre-audit and post-audit thereof.

Invoices will be paid upon receipt, inspection, and acceptance of the services(s). The Department shall pay upon Departmental approval of a detailed invoice and backup documentation.

Project Plan Evaluation, Permitting, C.O., Issuance, and Inspections

The BCA shall submit a separate detailed invoice at the end of each month for each PO for the services completed by the Vendor during the month. The invoice shall be submitted no later than the 10th Day of the month following the month in which services were rendered. Each invoice shall include timesheets for each person involved in inspections for each permit during that month. Timesheets shall reflect the Department’s Project name and number.

Re-Use Plan Examinations and C.O. Issuance

The re-use plan examination fee (item #7 on Attachment II, Contractor’s Pricing) is for reviewing, permitting, and issuing a C.O. for a building plan that was previously reviewed and permitted at a different location or construction site. When plan examinations require an invoice, they shall be submitted upon completion.

Re-Inspections

Re-Inspection cost shall be paid by the General Contractor to the BCA per Section

1.1.10.4 of Attachment I.

R. State Licensing Requirements

As applicable, all entities defined under Chapter 607, 617, or 620, F.S., seeking to do business with the Department shall be on file and in good standing with the Florida Department of State, or provide certification of exemption from this requirement.

S. MyFloridaMarketPlace (MFMP) Registration

All Vendors doing business with the State as defined in Section 287.013, F.S., must register in the MFMP Vendor Information Portal (VIP) system unless exempted under Rule 60A-1.031, Florida Administrative Code (F.A.C.). State agencies shall not agree to purchase commodities or contractual services with any Vendor not registered in MFMP unless exempted by rule. A Vendor not currently registered in MFMP shall do so within five (5) days of award. Vendors may complete their MFMP registrations at:

http://vendor.myfloridamarketplace.com. Vendors needing assistance regarding their MFMP registration may contact the MFMP Customer Service Desk at 1-866-352- 3776 or vendorhelp@myfloridamarketplace.com.

Per Section 287.057(24)(c), F.S., and Rule 60A-1.031, F.A.C., Vendors must pay a small transaction fee on all payments they receive from the State, unless exempt under Rule 60A-1.031, F.A.C. This transaction fee is non-refundable, and the failure of a Vendor to pay as required may result in their exclusion of future business opportunities with the State.

T. Substitute W-9

The Florida Department of Financial Services (DFS) requires all Contractors doing business with the State to submit a Substitute W-9 Form electronically. To submit Forms, find frequently asked questions, and receive other assistance, Contractors can visit https://flvendor.myfloridacfo.com. For additional help, Contractors may contact DFS at (850) 413-5519 or FLW9@myfloridacfo.com.

U. Copyrights, Right to Data, Patents, and Royalties

Where the Contract activities produce original writing, sound recordings, pictorial reproductions, drawings, other graphic representation, and/or works of any similar nature, the Department has the right to use, duplicate and disclose such materials, in whole or in part, in any manner, for any purpose whatsoever, and to have others acting on behalf of the Department to do so also. If the materials so developed are subject to copyright, trademark, patent, legal title, then every right, interest, claim or demands of any kind, in and to any patent, trademark or copyright, or application for the same, will vest in the State of Florida, Department of State for the exclusive use and benefit of the State. Under Section 286.021, F.S., no person firm or corporation, including parties to the Contract, shall be entitled to use the copyright, patent, or trademark without the prior written consent of the Department of State.

The Department shall have unlimited rights to use, disclose or duplicate, for any purpose whatsoever, all information and data developed, derived, documented, or furnished by the Contractor. All computer programs and other documentation produced as part of the Contract shall become the exclusive property of the State of Florida, Department of State, except for data processing software developed by the Department pursuant to Section 119.084, F.S., and may not be copied or removed by any employee of the Contractor without express written permission of the Department.

http://vendor.myfloridamarketplace.com/ mailto:vendorhelp@myfloridamarketplace.com https://flvendor.myfloridacfo.com/ mailto:FLW9@myfloridacfo.com

The Contractor, without exception, shall indemnify and save harmless the Department, and its employees, from liability of any nature or kinds, including costs and expenses, for, or on account of, any copyrighted, patented, or unpatented invention, process, or article, manufactured, or supplies, by the Contractor, or is based solely and exclusively upon the Department’s alteration of the article. The Department will provide prompt written notification of a claim regarding copyright or patent infringement and will afford the Contractor full opportunity to defend the action and control the defense of such claim.

Further, if such claim is made, or is pending, the Contractor may, at its option and expense, procure for the Department the right to continue the use of, replace, or modify the article to render it non-infringing. (If none of the alternatives are reasonably available, the Department agrees to return the article to the Contractor upon its request and receive reimbursement, fees, and costs, if any, as may be determined by a court of competent jurisdiction.) If the Contractor uses any design, device, or materials(s) covered by letter, patent or copyright, it is mutually agreed and understood, without exceptions, that the Contract prices shall include all royalties or costs arising from the use of such design, device, or materials.

V. Severability

The invalidity or unenforceability of any particular provision shall not affect the other provisions hereof and shall be construed in all respects as if such invalid or unenforceable provision was omitted, so long as the material purpose can still be determined and effectuated.

W. Use of Funds for Lobbying Prohibited

The Contractor agrees to comply with the provisions of Section 216.347, F.S., which prohibits the expenditure of State funds to lobby the Legislature, Judicial branch of government, or a State agency.

X. Employment of Department Personnel

The Contractor shall not knowingly engage, employee, or utilize, on a full-time, part-time, or another basis, any current or former employee of the Department, during the period of the Contract, where such employment conflicts with Section 112.3185, F.S.

Y. Tax Exemption

The Department agrees to pay for services according to the conditions of the Contract. The State of Florida does not pay federal excise taxes or the sale tax on direct purchases of services, and pricing shall not include those taxes.

Attachment – I Scope of Work

1.1 Specifications

The Vendor shall provide Building Code Administrator (BCA) services and serve as the BCA for the Department as specified in this Contract. The BCA shall evaluate plans, administer, supervise, direct, enforce, and perform permitting inspections and issuance of Certificate of Occupancy for construction Projects. This will include new construction, site utility plan evaluations, alterations, repairs, remodeling, or demolition of structures for building systems within the boundaries of the State’s jurisdiction and facilities under the authority of the Department. When permitting is required, the BCA shall ensure compliance with all building, plumbing, mechanical, electrical, gas fuel, energy conservation, accessibility, and other construction codes which are required or adopted by State law.

The BCA shall faithfully perform these responsibilities without interference from any person or authority. These services are required for the health, safety, and welfare of the building occupants.

The Department and its General Contractor/Architects will engage the services of the BCA for building code plan evaluation, permitting, and inspection services for the Department in the area and discipline(s). The Department, on occasion, may request building code inspection services to be performed by others within the Department. The Department reserves the right to perform its own inspection services with licensed staff.

The BCA will not be required to permit and inspect mobile homes that are owned by Department employees in institutional staff housing areas.

The BCA shall provide a letter of proposal that estimates the required inspections based on the scope of work prior to the performance of any Contract services for each Project requiring building code services. Upon approval by the Department’s Contract Manager, a PO will be issued.

Attachment II, Contractor’s Negotiated Pricing, reflects the pricing structure for the services sought.

The Vendor must provide the services specified in this Contract. The services sought in this Contract will be considered deliverables in the Contract.

1.1.1 Certification

The BCA’s personnel providing services shall possess a current certification issued by the Florida Department of Business and Professional Regulation, State of Florida, to inspect all the disciplines listed in Attachment IX, Code Inspection Request Form. If, at any time, their certification becomes invalid or suspended by the Florida Department of Business and Professional Regulation, the Department shall be notified immediately in writing by the BCA.

The BCA shall not allow any unlicensed personnel to perform any building code inspections.

1.1.2 Applicable Codes

The BCA shall provide all services in accordance with the applicable codes governing building code inspections in each area of the State.

1.1.3 Requests for Services

1.1.3.1 The Department will submit requests to the BCA to perform building code plans examinations of construction documents, involving drawings and specifications, utilizing the Department’s Building Permit Application, Attachment VI.

1.1.3.2 The BCA shall schedule plan examinations of all required disciplines (e.g., building, mechanical, electrical, and plumbing). The BCA shall adhere to all required codes and include a thorough, complete, and professional review utilizing a checklist methodology when conducting plan examinations. The BCA shall retain all Project documents for a period of five (5) years after the issuance of the C.O.

1.1.3.3 The BCA will email comments, describing all deficiencies with mandatory or required corrections to the Department and the GC/Architect. The BCA shall determine the required response from the GC/Architect to correct all discrepancies.

All discrepancies requiring mandatory corrections shall include a reference to the applicable codebook (e.g. building, mechanical, plumbing, or electrical) and cite the codebook paragraph for each code cited.

1.1.3.4 The BCA shall handle any disputes regarding a design deficiency and be the ultimate authority for resolution.

1.1.3.5 Upon receipt of the plans for evaluation, the BCA shall prepare a letter of proposal of services and costs that estimates the required inspections based on the scope of work and submit it to the Contract Manager. The letter of proposal of services and costs shall be provided within five (5) Business Days of receipt of the permit application.

1.1.3.6 The BCA shall evaluate plans and either issue a permit or provide comments as described in 1.1.3.3 above to the Department within 10 Business Days from PO issuance.

1.1.3.7 The BCA shall maintain an electronic database to track all services, including, but not limited to permit costs and inspection times.

1.1.3.8 The BCA shall maintain a fully staffed office within the State of Florida to provide code reviews and to meet with Department staff to review plans as requested.

1.1.4 Approval/Change of Letter of Proposal of Service

1.1.4.1 The Department will issue a separate PO to the BCA for each Project authorized under this Contract, establishing the services and costs per Project for the building code plans examination, permit issuance, number of inspections, and C.O.

issuance to be provided under each PO in accordance with Attachment II, Price Sheet.

1.1.4.2 Should it become evident during the course of a Project that the number of inspections authorized is insufficient, the BCA shall notify the Contract Manager, in writing before invoicing the last authorized inspection. Documentation shall accompany the notification explaining the exact necessity for increasing the number of inspections. The Department will review the documentation and may issue a change order to the PO, increasing the number of inspections as necessary.

1.1.5 State Building Permits

After the BCA designates the construction plans in compliance with all required applicable codes, the BCA shall issue the Department a State Building Permit (see Attachment VII) and submit the permit to the GC along with a copy of the Supplemental Instructions, Attachment VIII. The Supplemental Instructions further instructs the GC on how the BCA will interact with the GC in relation to the enforcement of the applicable building codes.

1.1.6 Inspection Assignments

1.1.6.1 Once the Project’s permit is posted at the site and construction begins, GCs will request inspections through the BCA, who shall conduct building code inspections as described in the Supplemental Instructions, Attachment VIII. Inspections shall be made within two (2) Business Days of the inspection request.

1.1.6.2 The BCA shall ensure a Department’s Code Inspection Request Form, Attachment

IX, is completed for each inspection.

1.1.7 Building Code Inspection Services

1.1.7.1 Upon receiving an inspection request from the Department or the GC, the BCA shall visit the site and conduct the inspections requested in the inspection request.

Inspections shall be conducted in accordance with the appropriate guidelines to determine if the work conforms to the applicable codes. The BCA shall utilize the State Building Permit, Attachment VII, and shall make accurate and comprehensive notations. All work not in accordance with the applicable code requirements shall be brought to the attention of the GC and the Department immediately.

1.1.7.2 If the BCA determines that certain work requiring an inspection has been concealed, the BCA shall immediately inform the GC of the condition.