REQUEST FOR STATEMENT OF QUALIFICATIONS

RFSQ for Continuing Program Management and Construction Management Services for Vertical Construction Projects (W-00TBD)

GREATER ORLANDO AVIATION AUTHORITY

RFSQ FOR CONTINUING PMCM SERVICES FOR VERTICAL CONSTRUCTION PROJECTS

TABLE OF CONTENTS

INTRODUCTION

GENERAL INFORMATION FOR THE SOLICITATION PROCESS

AVIATION AUTHORITY STANDARD TERMS AND CONDITIONS

MINIMUM REQUIREMENTS

INSURANCE REQUIREMENTS

SCOPE OF WORK / SPECIFICATIONS

SMALL BUSINESS PROGRAM AND REQUIREMENTS

OTHER REQUIREMENTS

SELECTION AND AWARD PROCESS

EVALUATION CRITERIA

VENDOR QUESTIONNAIRE

Attachments

A - PROFESSIONAL SERVICES AGREEMENT SAMPLE 3.27.26

A - FEDERAL PROFESSIONAL SERVICE AGREEMENT WITH SCOPE ATTACHMENTS AND ADVERTISEMENT Comment by Torie Brooks: Verify with GOAA Finance / BoEX / Legal if potential for Federal funding.

INTRODUCTION

Summary The Aviation Authority is seeking to engage Continuing Program Management and Construction Management Services to be responsible for management and oversight of primarily vertical construction projects with construction value of less than $7,500,000 consisting of new airport facilities and/or the expansion, renovation, and upgrading of existing airport facilities and related infrastructure; security; parking revenue control; and, information technology. Vertical construction projects may include, but are not limited to general site construction, design-build, foundation, structural, masonry, electrical, plumbing, mechanical, interior and exterior finishes, painting, roofing, furnishings, fixture, furniture, planters and art installation, landscaping, ancillary horizontal work, and other work normally associated with vertical construction at the Orlando International Airport, the Orlando Executive Airport, and other facilities operated by the Aviation Authority, to be determined on an as-needed basis.

Professional Services Agreement Term The Aviation Authority intends to select up to three firms to enter into a non-exclusive base Professional Services Agreement with negotiated rates for a five (5) year period. Services to start on or around October 1, 2026. Specific projects/scopes of services will be negotiated and added to the agreement via task orders.

Timeline

SAC Conference Room Alpha, Greater Orlando Aviation Authority, Orlando International Airport, 11344 Terminal C Service Road Orlando, FL 32824

GENERAL INFORMATION FOR THE SOLICITATION PROCESS

Nondiscrimination Legal Notices

a. The Aviation Authority does not discriminate upon the basis of any individual’s disability status. Anyone requiring reasonable accommodations as provided for in the Americans with Disabilities Act or Section 86.26, Florida Statutes, should contact the ADA Coordinator at 407-825-7105 as soon as possible, or at least one full business day prior to any scheduled meeting.

b. In accordance with Section 287.05701, Florida Statutes, the Aviation Authority may not request documentation of or consider a Respondent social, political, or ideological interests when determining if the Respondent is responsible.

Consultant's Competitive Negotiations Act (CCNA) This solicitation is conducted in full compliance with Section 287.055, Florida Statutes, also known as the Consultant's Competitive Negotiations Act (CCNA).

Reservation of Rights

a. The Aviation Authority reserves the right, in its sole discretion, to waive any informalities or irregularities of a Response, except that (i) the Aviation Authority will not waive the requirement that a Response, complete in all material respects, be received by the Aviation Authority by the time and date specified in the Timeline for the receipt thereof, and (ii) the Aviation Authority will not consider any Response which does not conform in all material respects to the terms of this RFSQ including a commitment to execute the Contract by the Respondent, if applicable.

b. The Aviation Authority reserves the right to solicit from available sources relevant information concerning a Respondent’s past performance and may consider such information in its evaluation and selection of Respondents.

c. The Aviation Authority reserves the right to request clarification of information submitted in any Response, to require additional information from any Respondent, or, in the Aviation Authority's sole discretion, to reject any or all Respondents for any reason and to re-advertise or not to re-advertise the RFSQ.

d. The Aviation Authority reserves the right to reject responses containing any additional terms or conditions not specifically requested in the original special conditions and/or the terms and conditions.

e. The Aviation Authority reserves the right to cancel an award to a Respondent for any reason via written notice.

f. As the best interest of the Aviation Authority may require, the right is reserved to make award(s) by individual items, group of items, all or none, or a combination thereof; or to reject any and all responses. Respondents are cautioned to make no assumptions unless their Response has been determined as meeting the Minimum Requirements and being responsive and responsible. All awards made as a result of this solicitation shall be made in accordance with the applicable policies of the Aviation Authority.

g. The Aviation Authority reserves the right to reject any and all Solicitation, and to re-advertise or elect not to proceed with the services for any reason.

h. The Aviation Authority shall have the right, but not the obligation, to award all or any portion of the services. The extent and scope of the Services, along with the fees for such services, will be subject to final approval by the Aviation Authority. The Aviation Authority intends, but is not obligated, to enter into a non-exclusive agreement with the highest ranked Respondent to perform the required Services described herein.

i. The Aviation Authority reserves its right to award any or all of the advertised services subject to the availability of funding.

j. The terms Proposer and Respondent are used interchangeably throughout this Solicitation. The terms Proposal, Response, and Statement of Qualifications are used interchangeably throughout this Solicitation.

k. Labeling information as “proprietary” or “confidential” or any other designation of restricted use shall not protect information from release if required or deemed appropriate by the Aviation Authority under applicable policies, open meeting laws, or public records laws, see Chapters 119 and 286, Florida Statutes. All materials or documents submitted in response to this Solicitation will become the property of the Aviation Authority. By submitting a Response, Respondents specifically waive all claims against the Aviation Authority related to the disclosure of public records.

Solicitation Information / Instructions To Respondents

a. Sealed electronic responses will be received for this RFSQ through the Greater Orlando Aviation Authority e-Procurement Platform located at https://procurement.opengov.com/portal/goaa. Once you have completed the free account registration, browse back to this page, click on "Draft Response", and follow the instructions to submit the electronic response. By way of the Platform, Respondents will be locked and digitally encrypted until the submission deadline passes.

b. All Responses must be received by the Aviation Authority as noted in the Timeline. All Responses timely received will be listed with the name of the Respondent during the Virtual Opening. The e-Procurement Platform will not allow for late submittals.

c. The time/date stamp clock located in the electronic submittal Platform shall serve as the official authority to determine lateness of any response.

d. The Aviation Authority shall not be responsible for delays caused by any occurrence. This shall include any delay as a result of a technology issue. Any late response shall not be accepted.

e. Responses submitted by hard copy, e-mail, or fax shall not be accepted. Responses submitted outside of the designated electronic submission Platform shall be rejected as non-responsive regardless of where and when they were received.

f. Respondents shall not be allowed to modify their responses after the opening time and date.

g. Respondents shall submit one Response only. Prime Respondents who also participate in other responses as subcontractors will not be considered.

h. Each Respondent shall complete the Vendor Questionnaire. Please respond to each item individually, as applicable.

i. Unless otherwise directed, all uploaded files must be in PDF format. Do not upload zip files.

j. Once the deadline for receipt of Responses has occurred, no Response may be altered without written approval from the Aviation Authority.

k. Regarding narrative responses: do not include any links to any material, as those will not be reviewed. Additionally, images shall not be added into narrative fields, as those will not be reviewed Submitting Questions and Receiving Responses

a. Respondents shall submit all inquiries regarding this Solicitation via the e-Procurement Platform, located at https://procurement.opengov.com/portal/goaa. Please note the deadline for submitting inquiries. All answers to inquiries will be posted on the Aviation Authority e-Procurement Platform. Respondents may also click “Follow” on this Solicitation to receive an email notification when answers are posted. It is the responsibility of the Respondent to check the website for answers to inquiries.

b. Questions will be answered through the e-Procurement Platform.

c. If the Aviation Authority determines that it is necessary to change the dates or times prior to the due date, the change will be announced and posted on the e-Procurement Platform

d. All prospective Respondents shall thoroughly examine and become familiar with the Solicitation package and carefully note the items which must be submitted with the Solicitation as detailed in Section 9: Vendor Questionnaire.

e. Submission of a Response shall constitute an acknowledgment that the Respondent has read and understands the Solicitation Documents. The failure or neglect of a Respondent to receive or examine any Solicitation Document shall in no way relieve it from any obligations under its Response or the Contract. No claim for additional compensation will be allowed which is based upon a lack of knowledge or understanding of any of the Contract Documents or the scope of work.

Pre-Submittal Meeting

a. A virtually Pre-Submittal Meeting will be held for this solicitation.

b. The date, time and Teams Link to the meeting can be find under Section 1: Introduction

c. The purpose of any Pre-Submittal Meeting is to review and discuss the solicitation (and any addenda) as published.

d. Attendance is non-mandatory, but highly encouraged.

e. Attendees are expected to be familiar with the Solicitation Document.

Communications; Questions Regarding Specifications or Solicitation Process

a. Any official communication from a Respondent during the Solicitation process should be submitted to the Aviation Authority via the e-Procurement Platform, https://procurement.opengov.com/portal/goaa. A copy of the Administration Policies (Sections 180.01 and 180.03) are available on the Aviation Authority website.

b. In accordance with the above-referenced policies, any communication directly or indirectly to seek to encourage any specific result in connection with an Aviation Authority selecting process, including but not limited to, written communications, any and all forms of electronic communications or messaging, including social media, oral communications either in person or by telephone, initiated by a Respondent or through a lobbyist, agent or third person, to any Aviation Authority staff and/or Committee/Board member who is a member of any committee constituted for the purposes of ranking Solicitations, making recommendations or making an award, is prohibited from the time that the Solicitation is released to the time that the award is made.

c. All firms are hereby placed on notice that the Aviation Authority Board and staff shall not be contacted about this RFSQ. Firms and their agents shall not contact members of the Aviation Authority staff and/or Committee/Board member (with the exception of designated Procurement Agent and the Small Business Development Department). An appropriate official or employee of the Aviation Authority may initiate communication with a Respondent in order to obtain information or clarification needed to develop a proper and accurate evaluation of the RFSQ. Any official communication from a Respondent during the solicitation process should be submitted via the e-Procurement Platform as directed during the RFSQ process. Failure to adhere to these requirements may result in Board action to disqualify your firm from consideration of award.

d. Requests for interpretation, clarification or correction of RFSQ documents, forms or other material in the RFSQ should be made in writing via the e-Procurement Platform during the Question-and-Answer period. Questions or issues raised at the Pre-Solicitation Conference or during the Question-and-Answer period, which, in the Aviation Authority's discretion, necessitate changes to the RFSQ documents, will be the subject of an addendum to this RFSQ at the conclusion of the question period, and will be made available through the e-Procurement Platform. It is the responsibility of each Respondent to ensure that it has received and reviewed any and all such response(s) or addendum.

Public Meetings/Public Records

a. Please be aware that all meetings of the Aviation Authority’s Board are duly noticed public meetings and all documents submitted to the Aviation Authority as a part of or in connection with a Solicitation will constitute public records under Florida law regardless of any person’s claim that proprietary or trade secret information is contained therein. Public meetings are posted on the Aviation Authority's website: https://flymco.com/airport-business/sunshine-meetings/

b. Attendance by all interested Parties is encouraged.

Code of Ethics and Business Conduct Policy

a. The Aviation Authority has adopted a Code of Ethics and Business Conduct Policy # 101-02, which addresses the obligation of the Aviation Authority’s Board members and employees to follow the Florida Statutes in reference to these issues. This includes, but is not limited to, the obligations of the Aviation Authority’s Board members and employees with respect to having an interest in business entities, outside employment, gratuities, divulgence of information, unauthorized compensation and acceptance of gifts. Please be aware that any violation of this policy by a Respondent and/or any attempt to influence an Aviation Authority Board member or employee to violate the policy is sufficient cause for the denial of the right of the Respondent to Respond on any Contract or sell any materials, supplies, equipment, or services to the Aviation Authority for a period of time that is determined by the Chief Executive Officer. A copy of this policy (101.02) is available on the Aviation Authority’s website: https://flymco.com/airport-business/policies/

AVIATION AUTHORITY STANDARD TERMS AND CONDITIONS

Appeal Any Respondent who is adversely affected by a decision or intended decision concerning this competitive solicitation or contract award and who wants to appeal such specifications, decision, or intended decision shall file an appeal within five (5) business days of the date of any decision or intended decision of the Ad Hoc Committee and in compliance with the Aviation Authority’s Policy 110.04, Appeal Process. Failure to file an appeal in accordance with the Aviation Authority’s Policy 110.04, shall constitute a waiver of the appeal process.

The intent to award to a Respondent, if any, will be posted on the Aviation Authority’s e-procurement platform website, and will remain posted for a period of five business days: excluding weekends, federal holidays, and Aviation Authority’s holidays. Failure to file an appeal in accordance with the above stated policy shall constitute a waiver of the appeal process.

Awards The Aviation Authority may reject any and all Responses or waive any minor irregularity or technicality in Responses received. Consultants are cautioned to make no assumptions unless their Response has been determined as meeting the Minimum Requirements and being responsive and responsible. All awards made as a result of this Response shall conform to applicable policies of the Aviation Authority. The Aviation Authority reserves the right to cancel an awarded Response for any reason via written notice.

Applicable Laws and Regulations

a. The Consultant shall comply with all applicable federal, state and local laws, ordinances, rules and regulations pertaining to the performance of the work specified herein.

b. Consultant shall comply with all health and sanitary regulations adopted by all applicable governing bodies.

c. Consultant shall comply with Federal and State right-to-know laws if hazardous materials are used. Consultant shall report immediately to the AAR any spillage or dumping of hazardous materials on Aviation Authority property. The Consultant shall also be responsible for the cleanup and any costs incurred for all such incidents.

d. During the performance of this Professional Services Agreement, Consultant shall keep current and, if requested by the Aviation Authority, provide copies of any and all licenses, registrations or permits required by applicable governing agencies.

Prohibition of Covered Unmanned Aircraft Systems (UAS) Consultant shall comply with relevant Federal statutes and regulations, including those from the Federal Aviation Administration (FAA), for operating unmanned aircraft systems (UAS) in accordance, and in compliance with all related requirements in the FAA Reauthorization Act of 2024 (Public Law 118-63), section 936 (49 U.S.C. § 44801 note). The Consultant warrants that all UAS operations will be conducted in full compliance with all applicable Federal Aviation Administration (FAA) regulations, including but not limited to 14 CFR Part 107, and any other applicable local, state, or Federal laws and regulations. Sponsors and subgrant recipients cannot use AIP grant funds to enter into, extend, or renew a contract related to covered unmanned aircraft systems (UAS). This includes both procurement and operational contracts, as well as contracts with entities that operate such systems.

Safety and Protection

a. The Consultant shall be solely and completely responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the work. The Consultant shall take all necessary precautions for safety of and shall provide the necessary protection to prevent injury to, all employees on the work site and other persons including but not limited to, the general public who may be affected thereby.

b. SAFETY: Consultant shall maintain a workplace safety program, including, but not limited to any response to hazards, incidents, and emergencies, outdoor operations during inclement weather, and Consultant shall report facility issues to 407-825-4000 or wo@goaa.org by describing the issue, location, and if possible flagging the area to prevent an incident.

c. PROTECTION OF PERSONS AND PROPERTY: Consultant, in addition to its compliance with regulatory requirements and the Aviation Authority’s policies and procedures, shall take reasonable precautions to prevent causing or contributing to the damages, injury or loss to: (i) employees and other persons who may be affected in, on or about its operations, personnel, materials and equipment that is in its care, custody and control, including its Subcontractors; and (ii) other property, improvements, and infrastructure at the airport. Consultant shall comply with any safety, engineering, or other requests/recommendations as it relates to its permitted space, storage, or operations in which the protection of the airport property, public, or employees is determined.

d. INCIDENT REPORTING: Consultant shall inform its personnel on airport communications as it relates to incidents involving medical episodes, injury, property damage, security issues, maintenance issues, and emergencies. Consultant shall notify the Aviation Authority’s emergency response personnel (407-825-2065 or 911), the AAR and immediately when a serious injury occurs during its services/operations at the airport and shall provide written notice of the injury within 48 hours to the Risk Hotline (407-825-2821 or RiskHotline@goaa.org) . The notice shall provide a description of the incident, including the location and time of the incident, the names and phone numbers of the people involved and witnesses, if any. The Consultantshall cooperate with any investigation of the incident.

e. HAZARDOUS MATERIALS: Consultant shall notify the Aviation Authority’s emergency response personnel (407-825-2065 or 911) of any hazardous material incident or discovery.

f. COORDINATION OF CLAIMS/DISPUTES: Consultant shall designate and provide the Aviation Authority with contact information to coordinate risk management, claims, and/or insurance issues. Consultant will cooperate with the Aviation Authority on any investigation, claim, defense, or dispute, including but not limited to providing records, witness statements, and other reasonably requested information.

Airport Security The Consultant will be required to comply with all applicable regulations of the TSA and of the Aviation Authority relating to Airport security, including those relating to access to the AOA of Orlando International Airport, as such regulations may be in effect or changed from time to time.

Airport Operations Area

a. The Consultants personnel and vehicles shall not be allowed within the Airport Operations Area (AOA), which includes the ramp area and aprons, unless authorized by the Vice President of Security. Consultant's personnel are required to successfully complete SIDA Training and demonstrate proficiency in all Airport Operations Instructions (AOl's) regarding secured access to airfield and aircraft ramp and apron areas. No escorts of any type will be provided.

b. Airport Security: Consultant's services shall be performed in accordance with the Transportation Security Administration (TSA), Federal Aviation Administration (FAA), and any other governmental agency security directives, rules, and regulations. The FAA and the TSA may assess fines and penalties for Contractor's noncompliance with the provisions of Title 49 Code of Federal Regulations (CFR), Parts 1540 and 1542, as amended from time to time, or by other agencies for noncompliance with laws or regulations applicable to Contractor's operations. Within ten (10) days of notification in writing, Consultant shall reimburse the Aviation Authority for any paid fines or penalties assessed against the Aviation Authority because of Consultant's noncompliance with 49 CFR 1540 and 1542 or other applicable laws or regulations.

c. The Consultant acknowledges that fines or penalties associated with non-compliance with security regulations must be reimbursed to the Aviation Authority.

Verification of Employment Status

a. Prior to the employment of any person under this Professional Services Agreement, the Consultant shall utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of all new employees hired by the Consultant during the Professional Services Agreement term, and an express requirement that Consultants include in such subcontracts the requirement that Sub-Consultants performing work or providing services pursuant to the Aviation Authority. Consultants will utilize the E-Verify system to verify the employment eligibility of all new employees hired by the Sub-Consultant during the Professional Services Agreement term. For more information on this process, please refer to United States Citizenship and Immigration Service site at: http://www.uscis.gov/portal/site/uscis.

b. Only those employees determined eligible to work within the United States shall be employed under this Professional Services Agreement.

c. By submission of a Response to this Solicitation, the Consultant affirms that all employees in the above categories shall undergo e-verification before placement on this Professional Services Agreement. The Consultantshall commit to comply with this requirement.

Identification and Access Requirements

a. In addition to the security and badging requirements set forth in the specifications, the Consultant is required to conduct an employee background check, or require its Sub-Consultants to perform an employee background check, in accordance with the requirements herein on each person proposed for employment at Orlando International Airport in connection with this Professional Services Agreement, if such person is an employee of Consultant or an employee of a Sub-Consultant for whom Consultant is required to sign the Aviation Authority’s badge application (“Contractor Responsible Employees”). Such background check must be successfully completed prior to such person applying for an access control identification badge with the Aviation Authority. Each background check shall be performed to the following minimum requirements:

b. Each employee must provide a ten (10) year work history.

c. Consultant must confirm the last five (5) years of each employee's work history. Any gaps in employment of thirty (30) days or more during such five year period must be explained in writing by the employee and must be confirmed by Consultant through W-2s, student transcripts, medical records, or written references of stay-at-home situations from credible local persons such as pastors or priests (which reference must indicate personal knowledge of employee's general work history during the gap period).

d. Consultant must check each employee's criminal history for the immediately preceding five years, with such check to be conducted in each county where the employee has lived or worked in such five year period.

e. Consultant shall not present any Contractor Responsible Employee to the Aviation Authority's Access Control Office for badging if such person has any unexplained gaps in their work history, has a criminal record that would disqualify them from receiving an access control badge or has an unacceptable termination record.

f. The Aviation Authority will issue, for a non-reimbursable fee, as stated below to all Contractor Responsible Employees an identification badge that will display their picture, name, and other applicable information; and any key(s) required in the performance of the Professional Services Agreement, provided that such person meets the minimum criteria established to receive a badge. At all times while on airport property, the Contractor Responsible Employees are required to display such badges prominently on their uniforms in accordance with Aviation Authority’s guidelines.

g. Every new employee requiring unescorted access to a secure area of the airport must be electronically processed by the Aviation Authority’s Access Control Office for a Criminal History Records Check and Security Threat Assessment before an identification badge is issued. In addition to this records check, the employee will be required to attend security training class (approximately 1 hour), and in the case of operating a vehicle on the Airport Operating Area (AOA) the employee will also be required to attend a driving safety class (approximately 1 hour); both training classes are provided by the Aviation Authority.

h. The Consultant shall maintain, and shall require its Subcontractors to maintain, a permanent record in its files of the background information, including drug screening tests, on all current and former employees who are utilized in the performance of this Consultant and, when requested, shall provide such information to Aviation Authority, TSA, or such other entity as deemed appropriate by the Aviation Authority. The Consultant further agrees to perform, or require its Sub-Consultants to perform, such additional employee background checks, fingerprinting, or other identification measures as may be required by any future security rules or applicable federal regulations.

i. Fees Associated with Identification Badges and Keys The Consultant shall pay all fees associated with identification badges and keys based on the current fee schedule at the time of issuance identification badges and keys. The Aviation Authority shall determine the term of each badge at the time of issuance. Note: No personal checks or credit card payments are accepted. Companies will be assessed a set fee for each non-returned identification badge and for each non-returned key.

j. Consultant must maintain all information described above for a period of four (4) years following expiration of this Professional Services Agreement. Such information is subject to audit by the Aviation Authority and must be sufficient in scope and detail to permit verification of compliance by Aviation Authority audit. Actual damages to the Aviation Authority resulting from a breach by Consultant of its obligations hereunder will be difficult or impossible to determine. As a result, Aviation Authority shall be entitled to recover liquidated damages of $250.00 for every Contractor Responsible Employee presented to the Aviation Authority for access control badging (a) for whom the above background check has not been completely and accurately performed, or (b) who should not have been presented per the above guidelines. The amount payable hereunder by Consultant is not a penalty, is in addition to any access control badging application fee paid by the employee and is payable whether or not such employee is issued an access control badge by the Aviation Authority.

k. Consultant must co-sign with the Sub-Consultant all badge applications for any employee of a temporary employment agency engaged as a Sub-Consultant to provide personnel to Consultant on this Professional Services Agreement All employees provided by temporary employment agencies for this Professional Services Agreement shall be Contractor Responsible Employees. Before submitting a badge application for an employee provided on this Professional Services Agreement by a temporary employment agency, Consultant or the temporary employment agency must submit to the Aviation Authority’s Authorized Representative (AAR) for prior approval of such employee, a Professional Services Agreement between the temporary employment agency and such employee reflecting an intended assignment of such employee to the Professional Services Agreement for the remaining duration of the Professional Services Agreement or the duration of the Consultant’s need for such position.

Lobbying Statement Do not contact Aviation Authority Board members or Staff concerning this Solicitation. Public meetings and public deliberations of the Evaluation Committee are the only acceptable forum for the evaluation of any Responses received pursuant to this Solicitation. Written correspondence concerning questions may be submitted to the Procurement Services Department via the e-Procurement Platform during the specified period. Any official communication from a Respondent during the Solicitation process should be submitted in writing to the Greater Orlando Aviation Authority via the e-Procurement Platform as directed in the Solicitation. Copies of the Administration Policies (Sections 180.01 and 180.03) are available at https://flymco.com/airport-business/policies/ . Failure to adhere to these requirements could result in action to disqualify your firm from consideration of award. Respondents to this Solicitation or persons acting on their behalf may not contact, between the release of the Solicitation and the end of the 72-hour period following the agency posting the notice of intended award, excluding Saturdays, Sundays, and state holidays, any employee or officer of the executive or legislative branch concerning any aspect of this Solicitation, except in writing to the procurement officer or as provided in the Solicitation documents. Violation of this provision may be grounds for rejecting a response. (F.S. 287.057 (25)) Whistle Blower Reporting Line The Aviation Authority is committed to the highest level of integrity in its operations and is fully committed to protecting the organization, its operations, and its assets against fraud, waste or abuse. The Aviation Authority has established a Whistle Blower Reporting Line with a third-party service provider as a means for employees, Consultants, vendors, tenants and the general public to report suspected fraud, waste or abuse in connection with Aviation Authority operations. Should Contractor suspect any fraud, waste or abuse in connection with any work under this Professional Services Agreement, including any work of its Sub-Consultant or laborers, it shall promptly report such activity at 877-370-6354, through email: GOAA@integritycounts.ca, or through the online reporting form: https://www.integritycounts.ca The Consultant shall include this reporting requirement in all subcontracts and vendor agreements. The Consultant is further encouraged to report any suspected fraud, waste or abuse it suspects in connection with any other airport operation or project.

General Civil Rights Clause and Title VI Solicitation Notice In all its activities within the scope of its airport program, the Contractor agrees to comply with pertinent statutes, Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color, national origin, creed, sex, age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance.

This provision is in addition to that required by Title VI of the Civil Rights Act of 1964.

The Aviation Authority in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4), 28 CFR § 50.3, and 49 CFR Part 21, hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, all contractors will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of the owner’s race, color, national origin, sex, creed, age, or disability in consideration for an award.

Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); • 49 CFR Part 21 (Non-discrimination in Federally-Assisted programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964) including amendments thereto; • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601) (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. § 794 et seq.), as amended (prohibits discrimination on the basis of disability); and 49 CFR part 27 (Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance); • The Age Discrimination Act of 1975, as amended (42 .U.S.C. § 6101 et seq.) (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982 (49 U.S.C. § 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987 (P.L. 100-259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, Guidelines for Contract Provisions for Obligated Sponsors and Airport Improvement Program Projects Issued on sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act of 1990 (42 U.S.C. § 12101, et seq) (prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR Parts 37 and 38; • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. § 1681, et seq).

Federal Fair Labor Standards Act All Contracts and subcontracts that result from this Contract incorporate by reference the provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part time workers. The Consultant has full responsibility to monitor compliance to the referenced statute or regulation. The Consultant must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.

Occupational Safety And Health Act of 1970 All Contracts and Sub-Contracts that result from this Contract incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. Contractor (also known as Consultant) must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The Consultant retains full responsibility to monitor its compliance and their Subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (20 CFR Part 1910). Consultant must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor – Occupational Safety and Health Administration.

Incurred Cost The Aviation Authority is not liable for any cost incurred by any Consultant prior to an award. Costs for developing a response to this request are entirely the obligation of the Consultantand shall not be chargeable in any manner to the Aviation Authority.

Silence of Specifications The apparent silence of the specifications and any supplemental specifications as to any details or the omission from same of any detailed description concerning any point, shall be regarded as meaning that only the best commercial practices are to prevail and only materials of first quality be provided.

Assignment Neither this Professional Services Agreement nor any of the Consultant's rights or obligations hereunder may be assigned by the Consultant without the Aviation Authority's prior written consent, which consent may be granted or withheld in the Aviation Authority's sole discretion. Any transfer of this Professional Services Agreement by merger, consolidation or liquidation, change in federal identification number or, any change in ownership of or power to vote a majority of the outstanding voting stock or ownership interests of the Consultant shall constitute an assignment of this Professional Services Agreement for purposes of this Section. In the event the Consultant assigns or subcontracts or attempts to assign or subcontract any right or obligation arising under this Professional Services Agreementwithout the Aviation Authority's prior written consent, the Aviation Authority shall be entitled to terminate this Professional Services Agreement. Assignments require at least 60 days prior notice.

Patents and Royalties The Consultant, without exception shall indemnify and save harmless the Aviation Authority and its employees from liability of any nature of kind including cost and expenses for or on account of any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of the Professional Services Agreement, including its use by the Aviation Authority. If the Consultant uses any design, device, or materials covered by letters, patent or copyright, it is mutually agreed and understood without exception that the Response prices shall include all royalties or cost arising from the use of such design, device, or materials in any involved in the work.

Software License to Contractor/Consultant If this purchase is for the license of software products and/or services, and unless otherwise agreed, Consultant hereby grants to the Aviation Authority, a perpetual, irrevocable, nonexclusive, nontransferable, royalty free license to use the software. This software is “proprietary” to Consultant, and is licensed and provided to the Aviation Authority for its sole use for purposes under this Professional Services Agreement and any attached work orders or invoices. The Aviation Authority may not use or share this software without permission of the Consultant; however the Aviation Authority may make copies of the software expressly for backup purposes.

Warranty Against Infringement of Intellectual Property Consultant warrants that the goods or services do not infringe upon or violate any United States patent, copyright, or trade secret. Consultant will defend at its expense any action against the Aviation Authority or the Aviation Authority as licensee to the extent that it is based on a claim that goods used or services provided used within the scope of the license hereunder infringe upon a United States patent, copyright or trade secret, and Consultant will pay any and all costs and damages finally awarded against the Aviation Authority or the Aviation Authority as licensee in such actions which is attributable to such claim. Should the products or services become, or in Consultants opinion be likely to become, the subject of any claim of infringement, Consultant shall either: (a) procure for the Aviation Authority the right to continue to use the goods or services; or (b) modify the goods or services to make them non-infringing, provided that such modification does not materially adversely affect the Aviation Authority’s authorized use; or (c) replace the goods or services with equally suitable, compatible, and functionally equivalent non-infringing goods or services at no additional cost to the Aviation Authority; or (d) if none of the foregoing alternatives is reasonably available to Consultant, terminate this agreement and refund to the Aviation Authority the payments actually made to Consultant under this Professional Services Agreement.

Ownership of Work Product Consultant agrees that any and all analyses, evaluations, reports, memoranda, letters, ideas, processes, methods, programs, and manuals that were developed, prepared, conceived, made or suggested by the Consultant for the Aviation Authority pursuant the contract, including all such developments as are originated or conceived during the term of the Professional Services Agreement and that are completed or reduced to writing thereafter (the “Work Product”) and Consultant acknowledges that such Work Product may be considered “work(s) made for hire” and will be and remain the exclusive property of the Aviation Authority. To the extent that the Work Product, under applicable law, may not be considered work(s) made for hire, Consultant hereby agrees that this Agreement effectively transfers, grants, conveys, and assigns exclusively to the Aviation Authority, all rights, title and ownership interests, including copyright, which Contractor may have in any Work Product or any tangible media embodying such Work Product, without the necessity of any further consideration, and Aviation Authority shall be entitled to obtain and hold in its own name, all Intellectual Property rights in and to the Work Product. Consultantfor itself and on behalf of its Consultants hereby waives any property interest in such Work Product.

Personal Identifiable Information (PII), Personal Health Information (PHI), Sensitive Security Information (SSI), Payment Card Industry (PCI) In the course of performing the Agreement work, Consultant may gain access to Sensitive Data Types including but not limited to Personal Identifiable Information (PII), Personal Health Information (PHI), Sensitive Security Information (SSI), Payment Card Industry (PCI), Financial Information and/or other confidential information of the Aviation Authority. Contractor agrees to hold such information in confidence and to make such information known only to its employees, affiliates, agents, Subcontractors, and sub-consultants who have a legitimate need to know such information and who are under a similar obligation of confidentiality. The Consultant shall seek the Aviation Authority’s prior written consent before releasing, disclosing, or otherwise making such confidential information available to any other person. This provision shall not apply to information required to be released by applicable law, legal subpoena, or other lawful process. The Consultant must notify the Aviation Authority as soon as practicable in the event Consultant is notified of or discovers any compromise and/or breach or suspected breach, such as unauthorized access to, theft of, misuse of and unintentional releases or of any security/sensitive data types, or confidential information of the Aviation Authority and/or Individuals (“Data Breach”) involving Consultant controlled systems such as, but not necessarily limited to, web sites, transmission infrastructure, voice response unit, and retrieval and storage systems. This notification should include, to the extent known, the type of Data Breach, type of data compromised and/or breached, and results of any forensic investigation. To the extent Consultant is responsible for the Data Breach and upon mutual agreement of the parties, Consultant shall be responsible to implement, in coordination with the Aviation Authority, a commercially reasonable Remediation Plan to address and respond to a Data Breach. Such commercially reasonable “Remediation Plan” will include certain administrative requirements associated with addressing and responding to such Data Breach to the extent necessary under the circumstances, and may include but is not necessarily limited to: (i) preparation and mailing or other transmission of legally required notifications, (ii) preparation and mailing or other transmission or communication to impacted Individuals such as may be required by applicable law or regulation; (iii) offering potentially impacted Individuals the opportunity to enroll in a credit monitoring service offered by a vendor of Consultant’s choice for a two-year period, or other period as required by applicable law, at no charge to the impacted Individuals; and (iv) payment of applicable reasonable legal, audit, accounting and administrative expenses associated with the investigation, notifications and recovery arising from the Data Breach. The remedies provided for in the Remediation Plan shall be in addition to any other remedies available to the Aviation Authority under this Professional Services Agreement. The provisions of this Section shall survive the expiration or earlier termination of the Professional Services Agreement.

Conflict of Interest The award hereunder is subject to provisions of State of Florida Statutes. All Respondents must disclose on the Conflict of Interest Form included with their Response the name of any officer, director, or agent who is also an employee of the Aviation Authority. Further, all Respondents must disclose the name of any Aviation Authority employee who owns, directly or indirectly, an interest of ten percent (10%) or more in the Consultant’s firm or any of its branches and disclose whether it or its proposed team members have participated in the preparation of this solicitation or design criteria documents. Additional terms regarding conflicts of interest are included in the contract.

Respondents are notified that if they are selected to perform design or inspection services on an FDOT-funded project, they will be prohibited from performing other services on that project. In accordance with Florida Statutes 337.14(7), the entity performing design and construction engineering and inspection services may not be the same entity.

Drug-Free Workplace Whenever two or more Responses, which are equal with respect to price, quality, and service, are received by the Aviation Authority for the procurement of commodities or Contractual services, a Response received from a business that has implemented a drug-free workplace program per 287.087, Fla. Stat. shall be given preference in the award process, in accordance with applicable Aviation Authority Policy.

Discriminatory Vendor List An entity or affiliate placed on the Discriminatory Vendor List shall not submit a Response for a Professional Services Agreement to provide goods or services to a public entity, shall not submit a Response on a Professional Services Agreement with a public entity for…