RFP_26-024.pdf

Request for Proposal #26-024

Right-of-Way Vegetation Maintenance Time and Material Contract 2027 - 2028 (24 months)

With Option to Extend Up to Five Additional Years

Closes: Friday, October 2, 2026 @ 4:00 P.M.

Clay Electric Cooperative, Inc.

PO Box 308 7450 State Road 100 W Keystone Heights, FL 32656

Tim Lewis, CPSM Purchasing and Stores Manager 352-473-8000 x8336 TLewis@ClayElectric.com

1.0 TABLE OF CONTENTS

Section Title Page

2.0 Introductory Information 3

3.0 Definition of Terms 3

4.0 CEC General Information 3

5.0 Requirements for Bidding 3

6.0 Scope 4

7.0 Evaluation and Award 4

8.0 Project Specifications 4

9.0 Bid Price Entry - Information and

Instructions 4

10.0 Submission of Proposal 5

11.0 Bonding 5

12.0 Insurance / Certification Requirements

/ Indemnification 5

13.0 Terms & Conditions 6

14.0 Payment 8

15.0 Safety Compliance and Guarantee 8

16.0 FEMA Required and Recommended

Contract Provisions 8

17.0 General Compliance 14

18.0 OSHA Safety Information Transfer

Requirement 15

19.0 OSHA Information Transfer

Addendum 16

20.0 Certification Regarding Lobbying 26

21.0 Debarment, Suspension and Other

Certification 27

22.0 Drug-Free Workplace Statement 29

23.0 Florida Statutes on Public Entity

Crimes 30

24.0 Forms of Acknowledgement 32

25.0 Supplement to CEC’s Contract and

Procurement 35

26.0 Proposer’s Statement 36

27.0 Proposal 37

28.0 Document Checklist 38

2.0 Introductory Information

RFP# 26-024

Description

Right-of-Way Vegetation Maintenance Time and Material Contract

2027 - 2028 (24 months) With Option to Extend Up to Five Additional Years

Closing Date & Time Friday, October 2, 2026 @ 4:00 P.M.

Pre-Bid Meeting None

Bid Opening / Award TBD / TBD This RFP is issued in conjunction with the separately attached 2027-2028 Right-of-Way Vegetation Maintenance Specifications. The RFP establishes solicitation, contracting, bonding, insurance, FEMA, compliance, and proposal requirements. The Specifications establish the project-specific operational, technical, labor, equipment, billing, and performance requirements. In the event of a conflict, the RFP controls for solicitation, bonding, insurance, FEMA, and legal/compliance requirements; the Specifications control for project-specific work requirements and technical performance, unless an addendum states otherwise.

3.0 Definition of Terms

The below terms and initialisms shall be interpreted to have the same meaning throughout this RFP and the Specifications:

• Clay Electric Cooperative, Inc., CEC, Owner, Customer

• Solicitation, Bid, Proposal, Offer

• Vendor, Bidder, Supplier, Contractor, Proposer

• Specifications, Project Specifications, Companion Specifications

4.0 CEC General Information

Clay Electric Cooperative, Inc. (CEC) is a private, not-for-profit electric cooperative located in North Central Florida. CEC supplies electricity throughout its service territory via its distribution and related electric facilities. Bidders are responsible for independently verifying information relevant to their proposal and for becoming familiar with the Specifications and CEC work requirements.

5.0 Requirements for Bidding

A valid bid response constitutes the following:

5.1 Properly execute all documents associated with the RFP and Specifications. Failure to execute required documents may result in bid disqualification.

5.2 Provide proof of experience performing electric utility right-of-way clearing, pruning, vegetation maintenance, and related line-clearance services.

5.3 Provide proof of sufficient qualified manpower, supervision, vehicles, tools, and equipment to perform the work in accordance with the Specifications.

5.4 Identify where crews will be based and where trucks and equipment will be headquartered.

5.5 Provide the bid before the closing date and time.

5.6 Become familiar with CEC’s system, the Specifications, work locations, and all requirements of this contract before submitting a bid.

5.7 Ensure all crews comply with applicable federal, state, and local requirements for utility vegetation-management and line-clearance work.

5.8 Complete the labor-rate and equipment-rate proposal schedules required by Sections 22.0 and 23.0 of the Specifications.

5.9 Provide all forms and certifications listed in Section 28.0 of this RFP.

6.0 Scope

6.1 Furnish all labor, supervision, overhead, tools, transportation, equipment, and other resources necessary to perform electric utility right-of-way vegetation maintenance and clearing for CEC during 2027 and 2028 (24 months), as directed by CEC and in accordance with the Specifications.

6.2 Work may include pruning and removal of trees, mowing, stump grinding, debris handling and hauling, underbrush cutting, herbicide application, right-of-way clearing for new construction, storm/emergency response, and other vegetation-management work described in the Specifications or authorized by CEC.

6.3 Work shall be performed throughout CEC’s service territory and at locations designated by CEC. The service-area map is included in Section 20.0 of the Specifications.

6.4 This solicitation is for a time-and-materials contract. Labor classifications, base rates, markup, bill rates, overtime rates, and equipment rates shall be bid using the schedules in Sections 22.0 and 23.0 of the Specifications. Fuel adjustments, when applicable, shall be governed by Section 10.0 of the Specifications.

6.5 CEC does not guarantee a minimum quantity of work, hours, crews, equipment usage, or total contract value. Work will be assigned as needed and authorized by CEC.

6.6 FEMA-funded or potentially FEMA-reimbursable work may be assigned under this contract. Such work is subject to Section 16.0 of this RFP and any FEMA-specific written work authorization issued by CEC.

7.0 Evaluation and Award

7.1 CEC may evaluate proposals based on price, qualifications, experience, available manpower and equipment, ability to meet the Specifications, safety performance, responsiveness, and overall value to CEC.

7.2 CEC may award all or any portion of the work to one or more responsible bidders, and may consider the bidder’s ability to furnish the classifications and equipment required by the Specifications.

7.3 Bidder is responsible for errors and omissions in its bid. No error or omission shall diminish the successful bidder’s obligations under the RFP, Specifications, or resulting contract.

7.4 CEC reserves the right to reject any or all bids, waive informalities, and make an award in the best interest of CEC.

8.0 Project Specifications

The following project documents are incorporated into and made part of this solicitation:

Document Type Purpose

Specifications 2027-2028 - for RFP

26-024 DOCX/PDF

Project-specific operational, technical, labor, equipment, billing, and performance requirements.

Sections 22.0 and 23.0 of Specifications Rate Schedules

Bidder enters proposed labor markups/bill rates and equipment rates.

Section 20.0 Service Area Map - Specification Map CEC service territory reference.

RFP 26-024 and issued addenda RFP/Addenda Solicitation, FEMA, bonding, insurance, terms, certifications, and proposal requirements.

9.0 Bid Price Entry - Information and Instructions

9.1 Labor pricing shall be entered in the labor-rate schedules in Section 22.0 of the Specifications. Bidder shall complete all required markup, bill-rate, and overtime-rate fields.

9.2 Equipment pricing shall be entered in the equipment-rate schedules in Section 23.0 of the Specifications.

9.3 Bidder shall use the base labor rates shown in the Specifications and shall not alter the listed classifications or base rates unless specifically authorized by addendum.

9.4 Proposed pricing shall include all costs required to perform the work except items expressly identified in the Specifications as separately reimbursable or adjustable, including approved fuel adjustments and authorized storm-emergency expenses.

9.5 Bidder shall return a signed copy of the completed rate schedules with the proposal and shall also provide an electronic copy when requested by CEC.

9.6 CEC reserves the right to award all or part of the work and to use one or more contractors.

10.0 Submission of Proposal

Proposals shall be submitted by electronic upload or mail. All required documents must be received by CEC no later than Friday, October 2, 2026 at 4:00 P.M.

A. Direct File Upload Upload bid documents to CEC’s secure portal: https://driveuploader.com/upload/7hCDSR3iOv/

1. Select or drag and drop all proposal files.

2. Enter the COMPANY name and email address when prompted.

3. Confirm all required proposal documents are uploaded before the deadline.

B. Mail Clay Electric Cooperative, Inc.

Attn: Jenny Wiles - (RFP# 26-024) PO Box 308 7450 State Road 100 West Keystone Heights, FL 32656

10.1 All questions shall be submitted by email to Tim Lewis, CPSM, Purchasing and Stores Manager, TLewis@ClayElectric.com, with a copy to Jenny Wiles, Purchasing and Stores Administrative Assistant, JWiles@ClayElectric.com.

11.0 Bonding

11.1 Costs

The cost of all required Bonds shall be borne by the Contractor. Bonds shall be accompanied by a duly authenticated or certified document, evidencing that the person executing the Bonds on behalf of the Surety had the authority to do so on the date of the Bonds. In the usual case, conferring of that authority has occurred prior to the date of the Bonds, and the document showing the date of appointment and enumeration of the powers of the person executing the Bonds is accompanied by a certification that the appointment and powers have not been revoked and remain in effect. The date of that certification cannot be earlier than the Agreement.

To be acceptable to the Owner as Surety for Bid Bonds, Performance Bonds, and Payment Bonds, a Surety company shall comply with the following provisions:

4. The surety company must be admitted to do business in the State of Florida.

5. The surety company shall have been in business and have a record of successful continuous operations for at least five

(5) years.

6. All Bonds must be signed by a Florida Licensed Resident Agent.

11.2 Bid Bond

The Contractor shall supply with the Bid Quote a Bid Bond or cashier’s check in the amount of five thousand dollars ($5,000.00).

11.3 Performance Bond

The Contractor agrees to furnish a Performance Bond, prior to the commencement of work in the penal sum equal to one hundred thousand dollars ($100,000.00) and to keep it up-to-date for the length of the contract. If the Performance Bond delivered to the Owner shall at any time become unsatisfactory to the Owner, the Contractor agrees to deliver to the Owner another or an additional bond.

12.0 Insurance / Certification Requirements / Indemnification CONTRACTOR shall NOT commence work until they have obtained all required insurance as described below.

CONTRACTOR shall furnish to CEC a Certificate of Insurance showing:

1. Name of the insurance company

2. Type and amount of coverage

3. Policy number

4. Effective and expiration dates of all policies https://driveuploader.com/upload/v5H7h8kHY8/

Certificate(s) must be signed by a representative of the insurance company and must include the provision that no change in, or cancellation of, and policy listed in the certificate will be made prior to written notice to CEC. Required policies and coverage amounts are as follows:

Worker’s Compensation and Employers’ Liability As required by law covering all their employees who perform any of the obligations of the CONTRACTOR under this contract. If any employer or employee is not subject to the worker’s compensation laws of the governing state, then insurance shall be obtained voluntarily to extend to the employer and employee covering to the same extent as though the employer or employee were subject to the worker’s compensation laws.

Public Liability Insurance Coverage of all operations during the policy period shall have set limits as follows: Bodily Injury or Death $ 1 Million (minimum) each occurrence Property Damage $ 1 Million (minimum) each occurrence $ 3 Million (minimum) aggregate for public liability This required insurance may be in a policy or policies of insurance, primary and excess including the umbrella or catastrophe form.

Clay Electric Cooperative, Inc. must be named as “Additional Insured” by the Insurer.

Automobile liability All motor vehicles used in connection with fulfilling this Contract, whether owned, non-owned, or hired, shall have set limits as follows:

Bodily Injury or Death $ 1 Million (minimum) each occurrence $ 3 Million (minimum) aggregate This required insurance may be in a policy or policies of insurance, primary and excess including the umbrella or catastrophe form.

The certificate of insurance should reflect additional insured status is provided to Clay Electric Cooperative, Inc on a primary and non-contributory basis for the general liability, auto liability and umbrella/excess liability (if applicable). Waiver of subrogation is required for all policies.

CEC shall have the right at any time to require public liability insurance and property damage liability insurance greater than those described above. In any such event, the additional premium or premiums payable solely as the result of such additional insurance shall be added to the contact price.

The CONTRACTOR shall defend, indemnify, and hold harmless the Owner from any and all suits, actions, or claims whatsoever of any nature or kind, including those brought by employees of the CONTRACTOR or subcontractors arising out of or as a result of any act or failure, whether or not negligent, in connection with performance of the work to be performed pursuant to the contract by the CONTRACTOR, their employees, agents and subcontractors including any injury or damage received or sustained by any person, persons, or property by or from the said CONTRACTOR or by or as a consequence of any neglect in safeguarding the work through the use of unacceptable materials or by or on account of any activity or omission, neglect, or misconduct of the CONTRACTOR or by or on account of any claim of amounts recovered from any infringement of patent, trademark, or copyright or for any claims or amounts arising or recovered under the Worker's Compensation Law or any other laws, bylaws, ordinances, orders or decrees, including, but not limited to, damage or injury to person or property caused by the acts or omissions of vendors or CONTRACTORS or subcontractors in the use or occupation of landowner’s or tenant’s real property for the storage and/ or replacement of materials, equipment, temporary storage units, mobile offices, trailers, poles, wires ,cable and other equipment, and materials related to the construction, repair, maintenance and restoration of electric and related services.

If any damage, loss or injury occurs to CEC as a result of the CONTRACTOR’S negligence or lack of due diligence in conveying payment information to CEC, then such CONTRACTOR shall be liable to CEC for such damage.

13.0 Terms & Conditions

Clarification The term “goods” as used herein shall include but not be limited to services and other items covered hereby as purchased by Clay Electric Cooperative, Inc., hereinafter known as “CEC”.

Overall Compliance Vendor warrants that it complies with all applicable federal and state safety and health laws in effect from time to time, including but not limited to OSHA and all standards, rules, regulations, and orders issued pursuant to such federal and state safety, environmental and health laws and laws related to non-segregated facilities and equal employment opportunity as well as those laws relating to state contractor’s licenses. Vendor further warrants that all the goods and services furnished hereunder will comply with all applicable federal, state, and local laws, rules, regulations, ordinances, stipulations, and executive orders. Ignorance on the part of the Vendor will not relieve them from responsibility/liability.

Advertising Vendor shall not advertise or publish, without CEC’s prior consent, the fact that CEC has entered into this Contract and/or Purchase Order, except to the extent necessary to comply with proper requests for information from an authorized representative of the federal, state, or local governments.

Cancellation CEC shall have the right to cancel all or any part of the undelivered portion of this order if vendor breaches any of the terms and conditions hereof, including warranties of vendor, or if vendor becomes insolvent or commits acts of bankruptcy. Said right of cancellation shall be in addition to, and not in lieu of, any other remedies which CEC may have in law or equity.

CEC Price Solicitation Addenda Any addenda issued by CEC prior to a price solicitation’s closing date and time shall be binding as if written in the specifications and any other documents associated with that solicitation.

Change Orders CEC may, by written Change Order, make any changes in the specifications including additions to or deletions from the qty of goods and/or services ordered. If any such written Change Order affects the amount due or the time of performance hereunder, an equitable adjustment shall be made upon mutual agreement by CEC and vendor. CEC may at any time by written Change Order terminate this agreement as to all or any portion of goods then not furnished. Any claim for adjustment hereunder must be asserted within thirty (30) days from the date when the change or termination is ordered. This Contract and/or Purchase Order may be modified or rescinded only by a written agreement signed by both of these parties, or their duly authorized agents or representatives.

Controlling Contract Terms Should any of the terms and conditions herein conflict, in whole or in part, with the terms and conditions of vendor’s quotation or other document, then in such event, the terms and conditions herein shall prevail. Acceptance of this Contract and/or Purchase Order is conditional on vendor’s assent to the terms and conditions herein. CEC hereby expressly objects to and rejects any terms or conditions in addition to or different from those herein, whether previously or hereafter proposed in any writing from vendor unless CEC has expressly agreed therewith in writing.

If the terms and conditions herein are not acceptable, vendor must contact CEC in writing upon receipt of this order and withhold performance until the matter is resolved in writing. Vendor shall be deemed to have accepted this order on the terms herein upon commencement of performance.

Debarment Vendor warrants to CEC that neither vendor not its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from this transaction by any Federal or state department or agency.

Document Constitutes Sole Agreement This agreement, including these Terms and Conditions, the specifications and any additional terms and conditions incorporated into an attachment hereto, specifically incorporated by reference herein, constitutes the sole and entire agreement between the parties. The vendor’s quotation is incorporated in and made a part hereof only to the extent of specifying the nature and description of the goods ordered and then only to the extent that such items are consistent with the other terms hereof. No other terms or conditions shall be binding upon CEC unless accepted by it in writing. Any provisions herein for delivery of goods or the rendering of services by installments shall not be construed as making the obligations of vendor severable. This Contract and/or Purchase Order is intended by the parties to be a final expression of their agreement and is intended as a complete and exclusive statement of the terms and conditions of their agreement to supersede all prior oral and written understandings. No course of prior dealings between the parties and no usage of the trade shall be relevant or used to supplement or explain any term used in this Contract and/or Purchase Order. Acceptance or acquiescence in a course of performance rendered under this Contract and/or Purchase Order shall not be relevant to determine the meaning of this Contract and/or Purchase Order even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term is used herein, and is defined by the Uniform Commercial Code, the definition contained in the Code is to control.

Equal Employment Opportunity This agreement, unless exempt under the rules, regulations, and relevant orders of the Secretary of Labor, is subject to Executive Order 11246, and all applicable rules, regulations, orders, laws, and acts enacted or adopted by the state or federal governments relating to Equal Employment Opportunity to which vendor agrees to comply.

Force Majeure Neither party shall be liable for delays or defaults in the performance of this contract due to strikes, fires, accidents, pandemics or other causes beyond its control and without its fault or negligence. If by reason of Force Majeure either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Purchase Order, then said party shall give notice and full particulars of the Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon. The obligation of the party giving notice, so far as it is affected by the Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided. Said party shall endeavor to remove or overcome such inability within a reasonable time after having given notice.

Gratuities CEC may, by written notice to vendor, terminate this agreement without liability to vendor if it is determined by CEC that gratuities in the form of entertainment, gifts, or otherwise, were offered or given by vendor, or any agent or representative of the vendor, to any officer or employee of CEC with a view toward securing an agreement, securing favorable treatment with respect to the awarding or amending of any agreement, or the making of any determinations with respect to the performance of any such agreement. In the event this agreement is canceled by CEC pursuant to this provision, CEC shall be entitled to recover or withhold the amount of any cost incurred by vendor in providing such gratuities in addition to any other rights and remedies provided in law or equity.

Guarantee All materials and equipment shall be new and of the first quality and all construction shall be of the first quality and in accordance with the requirements, plans, and specifications. The successful bidder shall unconditionally guarantee the materials and workmanship on all equipment furnished by him for a period of at least one year from the date of acceptance of the items delivered and installed, unless otherwise specified herein. If within the guarantee period, any defects or signs of deterioration are noted, which in the opinion of the Owner are due to faulty design and installation, workmanship, or materials, upon ratification, the successful bidder, at his expense, shall repair or adjust the equipment or parts to correct the condition or he shall replace the part or entire unit to the complete satisfaction of the Owner. These repairs, replacements, or adjustments shall be made only at such times as will be designated by the Owner as least detrimental to the operation of the Owner's business.

Labor Practice If it becomes necessary for vendor to employ workers at the site of use of the goods supplied hereunder, conditions of such employment shall be such as will cause no conflict or interference with or between the various trades or any labor agreements, then in force and effect, or thereafter to be in force and effect.

Mechanic’s Liens All work to be performed by the vendor shall be delivered free and clear of all labor, material and mechanic’s liens and any other encumbrances whatsoever, which might be occasioned by or permitted to be created by the vendor, its subcontractors or material suppliers. CEC may demand lien waivers from subcontractors and material suppliers.

Order Authorization

Orders by CEC shall only be binding if placed by authorized personnel. Authorized personnel are defined as a procurement officer employed by CEC within the purchasing division, specifically the Purchasing Manager, Senior Buyer or Buyer. No other CEC employee is authorized to financially obligate CEC in any way.

Non-Assignability Vendor shall have no right to assign this agreement or any rights hereunder in any manner, in whole or in part, whether voluntary, by operation of law or otherwise, without the prior written consent of CEC.

Presence on CEC’s Premises If vendor’s performance hereunder required the presence of vendor’s employees, agents or subcontractors upon CEC’s premises, such employees, agents, and subcontractors shall comply with all relevant Federal and State Occupational Safety and Health Acts (OSHA), with all rules and regulations issued thereunder, with CEC’s safety rules and regulations, and with vendor’s safety rules and regulations.

The obligations and duties to be performed by the vendor shall be performed by persons qualified to perform such duties. The vendor, if CEC so directs, shall replace any person employed by the vendor in connection with the work. The vendor’s site representative shall have authority to act on behalf of vendor and shall supervise and direct the work.

Right to Assurance Whenever one party to this Contract and/or Purchase Order in good faith has reason to question the other party’s intent to perform, they may demand that the other party give written assurance of their intent to perform. In the event that a demand is made, and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory breach or repudiation of this agreement.

Termination The performance of work under this Contract and/or Purchase Order may be terminated in whole or in part by CEC in whenever CEC shall determine that such termination is in the best interest of CEC.

Termination of services shall be effected by delivery to the vendor of a Termination Notice specifying the extent to which performance of services under such termination becomes effective. Right of termination is in addition to and not in lieu of any additional rights of CEC as set forth herein.

Venue and Jurisdiction The essential validity of this Contract and/or Purchase Order and all matters pertaining thereto, including, but not limited to, matters of performance, non-performance, breach, remedies, procedures, rights, duties and interpretation or construction, shall be construed and governed by the laws of the State of Florida and the Uniform Commercial Code. Whenever the term “Uniform Commercial Code” is used, it shall be construed as meaning the Uniform Commercial code as adopted in the State of Florida, as effective and in force on the date of this Contract and/or Purchase Order. Both parties hereto agree that venue for any litigation arising from this Contract and/or Purchase Order shall lie in the state of Florida. Vendor hereby consents to personal jurisdiction in Florida.

Waivers Failure of CEC to insist upon strict performance of any of the terms and conditions hereof, or failure to exercise or delay in exercising any rights or remedies provided herein or by law, or failure to notify vendor in the event of breach, or CEC’s acceptance of or payment for any goods hereunder, or its approval of design, shall not be deemed a waiver of any right of CEC to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless when shipped, received or accepted or as to any prior or subsequent default hereunder. No claim or right arising out of a breach of this Contract and/or Purchase Order can be discharged in whole or in part by a waiver or renunciation of the claim or right, unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party.

Warranty of Price The price to be paid by CEC to vendor shall be that amount specified on the face of the purchase order.

Warranty of Safety Vendor warrants that all items sold to CEC shall conform to standards promulgated by the U.S.

Department of Labor under Occupational Safety and Health Act of 1970 (29 U.S.C. 651, PL 91 596). In the event the item does not conform to OSHA standards, Contract may be terminated by CEC without expense or penalty.

14.0 Payment

See Section 11.0, Billing and Payment, in the Specifications (separately attached). Weekly invoices shall correspond to weekly work reports/timesheets, and payment will be made in accordance with the Specifications and authorized work.

15.0 Safety Compliance and Guarantee

Contractor warrants that all services rendered to CEC shall conform to applicable standards and regulations promulgated under the Occupational Safety and Health Act and to CEC safety requirements. Services that do not conform shall be corrected by Contractor at Contractor’s expense, or by CEC at Contractor’s expense if Contractor fails to make appropriate corrections within a reasonable time. Contractor shall also comply with the OSHA Information Transfer requirements in Sections 18.0 and 19.0 of this RFP and all safety provisions of the Specifications.

16.0 FEMA Required and Recommended Contract Provisions

FEMA-FUNDED WORK. This contract is intended to be capable of use for work funded in whole or in part by the Federal Emergency Management Agency (FEMA). The applicable federal contract provisions below are incorporated into the contract and apply to FEMA-funded work to the extent required by law, regulation, the federal award, and the nature and value of the work.

16.1 Time-and-Materials FEMA Controls

For FEMA-funded or potentially FEMA-reimbursable work performed on a time-and-materials basis, CEC will use the time-and-materials method only when CEC determines that no other contract type is suitable for the particular work. CEC will issue or approve a written work authorization establishing a not-to-exceed ceiling price that the Contractor exceeds at its own risk. CEC will maintain a high degree of oversight of such work to obtain reasonable assurance that the Contractor is using efficient methods and effective cost controls. The Contractor shall provide labor, equipment, material, invoice, timesheet, and other supporting documentation reasonably required by CEC for FEMA reimbursement and audit purposes. Nothing in this paragraph authorizes a cost-plus-percentage-of-cost method of contracting.

16.2 Applicable FEMA Contract Provisions

The Parties shall comply with all federal laws and regulations applicable to the receipt of FEMA grants, including, but not limited to the contractual procedures set forth in Title 2 of the Code of Federal Regulations, Part 200 (“2 CFR 200”), including Appendix II to such Part (“Appendix II”).

In addition, the Parties agrees as follows:

1. Clay Electric Cooperative, Inc. (CEC) is entitled to exercise all administrative, contractual, or other remedies permitted by law to enforce Contractor’s compliance with the terms of this Agreement, except to the extent expressly provided otherwise by this Agreement.

2. CEC may, at its sole discretion, terminate this Agreement for cause or convenience in accordance with the procedures set forth in this Agreement.

3. This Agreement may be amended only by written document executed by a duly authorized representative of each of the parties.

4. Equal Employment Opportunity Applicable to federally assisted construction contracts. The following clause shall be inserted.

During the performance of this contract, the Contractor agrees as follows:

(1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in a conspicuous place, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.

(2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

(3) The Contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee’s essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor’s legal duty to furnish information.

(4) The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or worker’s representatives of the contractor’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

(5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

(6) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

(7) In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

(8) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provision of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States.

The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, that if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract.

The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency’s primary responsibility for securing compliance.

The applicant furthers agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

5. Compliance with the Davis-Bacon Act and Copeland Anti-Kickback Act, as applicable, to the Contractor’s performance pursuant to this Agreement. The Davis Bacon Act is applicable to the Emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program, and the Transit Security Grant Program. It DOES NOT apply to other FEMA grant and cooperative agreement programs, including the Public Assistance Program. If the Davis-Bacon Act is not applicable, the Copeland Anti-Kickback Act is not applicable. In the event the two acts apply to a federal grant the required contract language can be found in at 29 CFR §5.5(a)(1)- (10).

6. Contract Work Hours and Safety Standards Act Applicability. This requirement applies to all FEMA contracts awarded by the non-federal entity in excess of $100,000 under grant and cooperative agreement programs that involve the employment of mechanics or laborers. It is applicable to construction work. These requirements do not apply to the purchase of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

(1) Overtime requirements. No contractor or sub-contractor 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 hours in such work week 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 work week. (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 contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor 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 work week of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. (3) Withholding for unpaid wages and liquidated damages. CEC, shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same 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 contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. (4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts.

The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (b)(1) through (4) of this section.

7. Rights to Inventions Made Under a Contract or Agreement This clause is not applicable to the FEMA Public Assistance Program, but may be applicable to other federal grant or cooperative agreement programs. The clause is required for funding agreements relative to performance of experimental, developmental or research on behalf of the federal government under a funding agreement as defined by 37 CFR §401.2(a). Specific language of the clause can be found in 37 CFR Part 401.

8. Compliance with the Clean Air Act and the Federal Water Pollution Control Act.

a. Clean Air Act

(i) Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, 42 U.S.C. §7401 et seq. (ii) Contractor agrees to report each violation to CEC and understands and agrees that CEC will, in turn, report each violation as required to assure notification to FEMA and the appropriate Environmental Protection Agency Regional Office. (iii) Contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA.

b. Federal Water Pollution Control Act

(i) Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq.

(ii) Contractor agrees to report each violation to CEC, the Contractor understands and agrees that CEC will, in turn, report each violation as required to assure notification to Florida Department of Emergency Management, Federal Emergency Management Agency (FEMA) and appropriate Environmental Protection Agency Regional Office.

(iii) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA.

9. Suspension and Debarment

a. This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, the Contractor is required to verify that neither 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).

b. Contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction related in any way to the performance of this Agreement.

c. This certification is a material representation of fact relied upon by CEC. If it is later determined that Contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to CEC, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment.

d. The Contractor agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this Agreement is valid and throughout the period of any contract that may arise from the performance of this agreement. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions.

10. Compliance with Byrd Anti-Lobbying Amendment

a. Contractor hereby certifies to the best of its knowledge that:

(i) No Federal appropriated funds have been paid or will be paid, by or on behalf of Contractor, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement.

(ii) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, Contractor shall complete and submit Standard Form- LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.

b. Contractor shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. Contractors 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.

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 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

d. By executing this Agreement, Contractor hereby certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, Contractor understands and agrees that the provisions of 31 U.S.C. § 3801 et seq., apply to this certification and disclosure, if any.

11. Procurement of Recovered Materials

a. In the performance of this Agreement, Contractor shall make maximum use of products containing recovered materials that are EPA- designated items unless the product cannot be acquired

(i) Competitively within a timeframe providing for compliance with the contract performance schedule;

(ii) Meeting contract performance requirements; or

(iii) At a reasonable price.

b. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive- procurement-guideline-cpg-program.

12. Prohibition on certain telecommunications and video surveillance services or equipment.

(a) Definitions. As used in this clause, the terms backhaul; covered foreign country; covered telecommunications equipment or services; interconnection arrangements; roaming; substantial or essential component; and telecommunications equipment or services have the meaning as defined in FEMA Policy 405-143-1, Prohibitions on Expending FEMA Award Funds for Covered Telecommunications Equipment or Services (Interim), as used in this clause.

(b) Prohibitions. (1) 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 executive agency on or after Aug.