R22-024 1 RESOLUTION NO. R22- 024
2
3 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA,
4 APPROVING THE RANKING AS RECOMMENDED BY THE
5 EVALUATION COMMITTEE FOR RFP UTL22-006 TREE INVENTORY
6 SERVICES AND AUTHORIZE THE CITY MANAGER TO SIGN A
7 PROFESSIONAL SERVICES AGREEMENT WITH PLANIT GEO, LLC OF
8 ARVADA CO FOR TREE INVENTORY SERVICES WITH A NOT TO
9 EXCEED AMOUNT OF $50,000.00; AND PROVIDING AN EFFECTIVE
10 DATE.
11
12
13 WHEREAS, on November 10, 2021, Purchasing issued a Request for Proposal (RFP)
14 seeking the services of a qualified firm to provide tree inventory on City-owned properties
15 to identify the health, condition, and maintenance needs of existing trees located on public
16 property; and
17 WHEREAS, on January 20, 2022, in a public noticed evaluation meeting, the
18 Selection Committee, comprised of City Staff, revealed and discussed their independent
19 scores for each of the proposals based upon the evaluation criteria described in the RFP;
20 and
21 WHEREAS the Committee's recommendation is to award the Agreement to PlanIT
22 Geo, LLC. as the highest-ranked qualified firm; and
23 WHEREAS, staff is recommending for the City Commission to approve the ranking
24 as recommended by the Evaluation Committee for RFP UTL22-006 Tree Inventory Services
25 and authorize the City Manager to sign a Professional Services Agreement with PIanIT Geo,
26 LLC of Arvada CO for Tree Inventory Services with a not to exceed amount of$50,000.00.
27 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY
28 OF BOYNTON BEACH, FLORIDA, THAT:
S:\CA\RESO\A9reementstProfessional Services Agreement with Planit Geo LLC(Tree Inventory Services)-Reso.docx
29 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed
30 as being true and correct and are hereby made a specific part of this Resolution upon
31 adoption hereof.
32 Section 2. The City Commission of the City of Boynton Beach, Florida does
33 hereby approve the ranking as recommended by the Evaluation Committee for RFP UTL22-
34 006 Tree Inventory Services and authorize the City Manager to sign a Professional Services
35 Agreement with PlanIT Geo, LLC of Arvada CO for Tree Inventory Services with a not to
36 exceed amount of$50,000.00,a copy of which is attached hereto as Exhibit"A".
37 Section 3. This Resolution shall become effective immediately upon passage.
38 PASSED AND ADOPTED this 1st day of February, 2022.
39 CITY OF BOYNTON BEACH, FLORIDA
40
41 YES NO
42 Mayor—Steven B. Grant r�
43
44 Vice Mayor—Woodrow L. Hay
45
46 Vice Mayor—Justin Katz pj L
47
48 Commissioner—Christina L. Romelus
49
50 Commissioner—Ty Penserga
51 c�
52 ATTEST: VOTE
53 f
54 ( / 41L
55 Cryttal Gibson, MMC
56 City Clerk
57
58
59 (Corporate Seal) . ,r; ;3
S:\CA\RESOWgreements\Professional Services Agreement with Planit Geo LLC(Tree Inventory Services)-Reso.docx
R22-024
PROFESSIONAL SERVICES AGREEMENT FOR
TREE INVENTORY SERVICES
THIS AGREEMENT ("Agreement'), is entered into between the City of Boynton Beach, a
municipal corporation organized and existing under the laws of Florida, with a business address
of 100 East Ocean Ave., Boynton Beach, FL 33435, hereinafter referred to as "CITY", and PlanIT
Geo, LLC a limited liability corporation authorized to do business in the State of Florida, with a
business address of 7878 Wadsworth Blvd, Suite 340, Arvada, CO 80003, hereinafter referred
to as "CONSULTANT'. In consideration of the mutual benefits, terms, and conditions hereinafter
specified the Parties agree as set forth below.
WHEREAS, the CITY solicited proposals for a non-exclusive contract to perform Tree
Inventory Services, and
WHEREAS, the CITY issued a REQUEST FOR PROPOSALS FOR TREE INVENTORY
SERVICES, RFP No. UTL22-006; and
WHEREAS, RFP No. UTL22-006 defined Scope of Services for Tree Inventory Services;
and
WHEREAS, the CITY determined that CONSULTANT was qualified for appointment to
perform the scope of services set forth in RFP No. UTL22-006; and
WHEREAS, the CITY Commission on February 1, 2022, determined that CONSULTANT
was qualified for appointment to perform the scope of services set forth in the REQUEST FOR
PROPOSALS FOR TREE INVENTORY SERVICES; and
NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the
parties agree as follows:
ARTICLE 1 - SERVICES
1.1 CONSULTANT hereby agrees to perform the services for the tree inventory, as
more particularly described in RFP No. UTL22-006, attached hereto as Exhibit "A"
and by this reference made a part hereof.
1.2 CONSULTANT shall furnish all services, labor, equipment, and materials
necessary and as may be required in the performance of this Agreement, except
as otherwise specifically provided for herein, and all work performed under this
Agreement shall be done in a professional manner.
1.3 CONSULTANT assumes professional and technical responsibility for performance
of its services to be provided hereunder in accordance with recognized
professional and ethical guidelines established by their profession. If within one
year following completion of its services, such services fail to meet the aforesaid
standards, and the CITY promptly advises CONSULTANT thereof in writing,
CONSULTANT agrees to re -perform such deficient services without charge to the
CITY.
1.4 The relationship between CITY and CONSULTANT created hereunder and the
services to be provided by CONSULTANT pursuant to this Agreement are non-
exclusive. CITY shall be free to pursue and engage similar relationships with other
contractors to perform the same or similar services performed by CONSULTANT
hereunder, so long as no other consultant shall be engaged to perform the specific
project(s) assigned to CONSULTANT while CONSULTANT is so engaged without
first terminating such assignment. CONSULTANT shall be free to pursue
relationships with other parties to perform the same or similar services, whether or
not such relationships are for services to be performed within the CITY, so long as
no such relationship shall result in a conflict of interest, ethical or otherwise, with
the CITY's interests in the services provided by CONSULTANT hereunder.
1.5 CONSULTANT shall not utilize the services of any sub -consultant without the prior
written approval of CITY.
1.6 The CITY's Representative during the performance of this Agreement shall be
Rebecca Harvey, Sustainability Coordinator, 561-742-6494, HarveyR(D-bbfl.us.
1.7 The CONSULTANT'S Representative during the performance of the Agreement
shall be TJ Wood, Director of Field Services, tiwood(a)planitgeo.com.
ARTICLE 2 - TERM
2.1 The initial Agreement period shall be for an initial term of six (6) months,
commencing on February 2, 2022. The services to be performed during the initial
six (6) month term will be governed by this Agreement, and that there is no
guarantee of future work being given to the Consultant.
2.2 In the event that services are scheduled to end either by contract expiration or by
termination by the CITY (at the CITY's discretion), the CONSULTANT shall
continue the services, if requested by the CITY, or until task or tasks is/are
completed. At no time shall this transitional period extend more than one -hundred
and eighty (180) calendar days beyond the expiration date of the existing contract.
The CONSULTANT will be reimbursed for this service at the rate in effect when
this transitional period clause was invoked by the CITY.
ARTICLE 3 - TIME OF PERFORMANCE
3.1 Work under this Agreement shall commence upon the giving of written notice by
the CITY to the CONSULTANT by way of a purchase order. CONSULTANT shall
perform all services and provide all work products required pursuant to this
Agreement within the time period set forth herein unless otherwise agreed to in the
purchase order.
ARTICLE 4 - PAYMENT
4.1 The CONSULTANT shall be paid by the CITY for completed work and for services
rendered under this agreement as follows:
A. Payment for the work provided by the CONSULTANT shall be made
promptly on all invoices submitted to the CITY properly and in accordance
with "PRICE PROPOSAL".
B. The CONSULTANT may submit invoices to the CITY during the progress
of the contract term. Invoices shall include information such as the date(s)
of service, type of service(s) performed, length of time spent, the
level/status of the employee performing the task if relevant, all applicable
fees and costs, an adequate description for all fees and costs, and any
other information reasonably required by CITY. Such invoices will be
reviewed by the CITY, and upon approval thereof, payment will be made
to the CONSULTANT in the amount approved.
C. Final payment of any balance due to the CONSULTANT of the total price
earned will be made promptly upon its ascertainment and verification by
the CITY after the completion of the work under this Agreement and its
acceptance by the CITY.
D. The payment as provided in this section by the CITY shall be full
compensation for work performed, services rendered, and for all materials,
supplies, equipment, and incidentals necessary to complete the work.
E. The Professional's records and accounts pertaining to this agreement are
to be kept available for inspection by representatives of the CITY and State
for a period of three (3) years after the termination of the Agreement.
Copies shall be made available upon request.
F. All payments shall be governed by the Local Government Prompt Payment
Act, as set forth in Part VII, Chapter 218, Florida Statutes.
ARTICLE 5 - OWNERSHIP AND USE OF DOCUMENTS
5.1 Upon completion of the project and final payment to CONSULTANT, all
documents, drawings, specifications, and other materials produced by the
CONSULTANT in connection with the services rendered under this agreement
shall be the property of the CITY whether the project for which they are made is
executed or not. Notwithstanding the foregoing, the CONSULTANT shall maintain
the rights to reuse standard details and other design copies, including reproducible
copies, of drawings and specifications for information, reference, and use in
connection with CONSULTANT's endeavors. Any use of the documents for
purposes other than as originally intended by this Agreement, without the written
consent of CONSULTANT, shall be at the CITY's sole risk and without liability to
CONSULTANT and CONSULTANT'S sub -CONSULTANTS.
ARTICLE 6 - FUNDING
6.1 This Agreement shall remain in full force and effect only as long as the
expenditures provided in the Agreement have been appropriated by the CITY in
the annual budget for each fiscal year of this Agreement and is subject to
termination based on lack of funding.
ARTICLE 7 - WARRANTIES AND REPRESENTATIONS
7.1 CONSULTANT represents and warrants to the CITY that it is competent to engage
in the scope of services contemplated under this Agreement and that it will retain
and assign qualified professionals to all assigned projects during the term of this
Agreement. CONSULTANT's services shall meet a standard of care for [service
description]. In submitting its response to the RFP, CONSULTANT has
represented to CITY that certain individuals employed by CONSULTANT shall
provide services to CITY pursuant to this Agreement. CITY has relied upon such
representations. Therefore, CONSULTANT shall not change the designated
Project Manager for any project without the advance written approval of the CITY,
which consent may be withheld in the sole and absolute discretion of the CITY.
ARTICLE 8 - COMPLIANCE WITH LAWS
8.1 CONSULTANT shall, in performing the services contemplated by this Service
Agreement, faithfully observe and comply with all federal, state, and local laws,
ordinances, and regulations that are applicable to the services to be rendered
under this Agreement.
ARTICLE 9 - INDEMNIFICATION
9.1 The CONSULTANT shall indemnify and hold harmless the CITY, its officers,
employees, agents, and instrumentalities from any and all liability, losses or
damages, including attorneys' fees and costs of defense, which the CITY or its
officers, employees, agents, or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to and resulting from the performance of this Agreement by the
CONSULTANT, its employees, agents, partners, principals or subcontractors. The
CONSULTANT shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of the CITY, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorneys' fees which may issue thereon. Neither party to
this Agreement shall be liable to any third party claiming directly or through the
other respective party, for any special, incidental, indirect, or consequential
damages of any kind, including but not limited to lost profits or use that may result
from this Agreement or out of the services or goods furnished hereunder.
9.2 The parties understand and agree that the covenants and representations relating
to this indemnification provision shall survive the term of this Agreement and
continue in full force and effect as to the party's responsibility to indemnify.
9.3 Nothing contained herein is intended nor shall be construed to waive CITY's rights
and immunities under the common law or §768.28, Fla. Stat., as may be amended
from time to time.
ARTICLE 10 - INSURANCE
10.1 During the performance of the services under this Agreement, CONSULTANT
shall maintain the following insurance policies, and provide originals or certified
copies of all policies to CITY's Director of Human Resources and Risk
Management. All policies shall be written by an insurance company authorized to
do business in Florida. CONSULTANT shall be required to obtain all applicable
insurance coverage, as indicated below, prior to commencing any service pursuant
to this Agreement:
A. Worker's Compensation Insurance: The CONSULTANT shall procure
and maintain for the life of this Agreement, Worker's Compensation
Insurance covering all employees with limits meeting all applicable state
and federal laws. This coverage shall include Employer's Liability with
limits meeting all applicable state and federal laws. This coverage must
extend to any sub -CONSULTANT that does not have their own Worker's
Compensation and Employer's Liability Insurance. The policy must contain
a waiver of subrogation in favor of the CITY of Boynton Beach, executed
by the insurance company.
B. Comprehensive General Liability: The CONSULTANT shall procure and
maintain for the life of this Agreement, Comprehensive General Liability
Insurance. This coverage shall be on an "Occurrence" basis. Coverage
shall include Premises and Operations; Independent consultants,
Products -Completed Operations and Contractual Liability with specific
reference to Article 7, "Indemnification" of this Agreement. This policy shall
provide coverage for death, personal injury, or property damage that could
arise directly or indirectly from the performance of this Agreement.
CONSULTANT shall maintain a minimum coverage of $1,000,000 per
occurrence and $1,000,000 aggregate for personal injury/ and $1,000.000
per occurrence/aggregate for property damage. The general liability
insurance shall include the CITY as an additional insured and shall include
a provision prohibiting cancellation of the policy upon thirty (30) days prior
written notice to the CITY.
C. Business Automobile Liability: The CONSULTANT shall procure and
maintain, for the life of this Agreement, Business Automobile Liability
Insurance. The CONSULTANT shall maintain a minimum amount of
$1,000,000 combined single limit for bodily injury and property damage
liability to protect the CONSULTANT from claims for damage for bodily and
personal injury, including death, as well as from claims for property
damage, which may arise from the ownership, use of maintenance of
owned and non -owned automobile, included rented automobiles, whether
such operations be by the CONSULTANT or by anyone directly or indirectly
employed by the CONSULTANT.
D. Professional Liability (Errors and Omissions) Insurance: The
CONSULTANT shall procure and maintain for the life of this Agreement in
the minimum amount of $1,000,000 per occurrence.
E. Umbrella/Excess Liability Insurance in the amount of $1,000,000.00 as
determined appropriate by the CITY depending on the type of job and
exposures contemplated. Coverage must follow form of the General
Liability, Auto Liability, and Employer's Liability. This coverage shall be
maintained for a period of no less than the later of three (3) years after the
delivery of goods/services or final payment pursuant to the Agreement.
10.2 CONSULTANT shall provide the CITY with all Certificates of Insurance required
under this section prior to beginning performance under this Agreement. Failure to
maintain the required insurance will be considered a default of the Agreement.
10.3 The CITY shall be named as an additional insured. The coverage shall contain no
limitations on the scope of protection afforded the CITY, its officers, officials,
employees, or volunteers. A current valid insurance policy meeting the
requirements herein identified shall be maintained during the duration of this
Agreement, and shall be endorsed to state that coverage shall not be suspended,
voided, or canceled by either party, reduced in coverage in limits except after thirty
(30) days prior written notice by either certified mail, return receipt requested, has
been given to the CITY.
10.4 The CITY reserves the right to reasonably require any additional insurance
coverage or increased limits as determined necessary by the Director of Human
Resources and Risk Management. The CITY reserves the right to review, modify,
reject, or accept any required policies of insurance, including limits, coverage, or
endorsements throughout the term of the Agreement.
ARTICLE 11 - INDEPENDENT CONSULTANT
11.1 CONSULTANT is an independent CONSULTANT with respect to the services
provided pursuant to this Agreement. Nothing in this Agreement shall be
considered to create the relationship of employer and employee between the
parties hereto. Neither CONSULTANT nor any employee of CONSULTANT shall
be entitled to any benefits accorded CITY employees by virtue of the services
provided under this Agreement. The CITY shall not be responsible for withholding
or otherwise deducting federal income tax or social security or for contributing to
the state industrial insurance program, otherwise assuming the duties of an
employer with respect to CONSULTANT, or any employee of CONSULTANT.
ARTICLE 12 - COVENANT AGAINST CONTINGENT FEES
12.1 The CONSULTANT warrants that he has not employed or retained any company
or person, other than a bonafide employee working solely for the CONSULTANT,
to solicit or secure this Agreement, and that he has not paid or agreed to pay any
company or person, other than a bonafide employee working solely for the
CONSULTANT, any fee, commission, percentage, brokerage fee, gifts, or any
other consideration contingent upon or resulting from the award or making of this
Agreement. For breach or violation of this warranty, the CITY shall have the right
to annul this Agreement without liability or, in its discretion to deduct from the
contract price or consideration, or otherwise recover, the full amount of such fee,
commission, percentage, brokerage fee, gift, or contingent fee.
ARTICLE 13 — TRUTH -IN -NEGOTIATION CERTIFICATE
13.1 Execution of this Agreement by the CONSULTANT shall act as the execution of a
truth -in -negotiation certificate certifying that the wage rates and costs used to
determine the compensation provided for in this Agreement is accurate, complete,
and current as of the date of the Agreement and no higher than those charged the
CONSULTANT's most favored customer for the same or substantially similar
service.
13.2 The said rates and costs shall be adjusted to exclude any significant sums should
the CITY determine that the rates and costs were increased due to inaccurate,
incomplete, or non-current wage rates or due to inaccurate representations of fees
paid to outside CONSULTANTs. The CITY shall exercise its rights under this
"Certificate" within one (1) year following payment.
ARTICLE 14 - DISCRIMINATION PROHIBITED
14.1 The CONSULTANT, with regard to the work performed by it under this Agreement,
will not discriminate on the grounds of race, color, national origin, religion, creed,
age, sex, or the presence of any physical or sensory handicap in the selection and
retention of employees or procurement of materials or supplies.
ARTICLE 15 - ASSIGNMENT
15.1 The CONSULTANT shall not sublet or assign any of the services covered by this
Agreement without the express written consent of the CITY.
ARTICLE 16 - NON -WAIVER
16.1 A waiver by either CITY or CONSULTANT of any breach of this Agreement shall
not be binding upon the waiving party unless such waiver is in writing. In the event
of a written waiver, such a waiver shall not affect the waiving party's rights with
respect to any other or further breach. The making or acceptance of a payment
by either party with knowledge of the existence of a default or breach shall not
operate or be construed to operate as a waiver of any subsequent default or
breach.
ARTICLE 17 — TERMINATION
17.1 Termination for Convenience: This Agreement may be terminated by the CITY
for convenience, upon fourteen (14) days of written notice by the terminating party
to the other party for such termination in which event the CONSULTANT shall be
paid its compensation for services performed to the termination date, including
services reasonably related to termination. In the event that the CONSULTANT
abandons the Agreement or causes it to be terminated, the CONSULTANT shall
indemnify the CITY against loss pertaining to this termination.
17.2 Termination for Cause: In addition to all other remedies available to CITY, this
Agreement shall be subject to cancellation by CITY for cause, should
CONSULTANT neglect or failure to perform or observe any of the terms,
provisions, conditions, or requirements herein contained if such neglect or failure
shall continue for a period of thirty (30) days after receipt by CONSULTANT of
written notice of such neglect or failure.
ARTICLE 18 - DISPUTES
18.1 Any and all legal action necessary to enforce the terms of this Agreement shall be
governed by the laws of the State of Florida. Any legal action arising from the terms
of this Agreement shall be submitted to a court of competent jurisdiction located in
Palm Beach County.
18.2 Correction of Work. If in the judgment of CITY, work provided by CONSULTANT
does not conform to the requirements of this Agreement, or if the work exhibits
poor workmanship, CITY reserves the right to require that CONSULTANT correct
all deficiencies in the work to bring the work into conformance without additional
cost to CITY, and/or replace any personnel who fail to perform in accordance with
the requirements of this Agreement. CITY shall be the sole judge of non-
conformance and the quality of workmanship.
18.3 Remedies in Default. In case of default by CONSULTANT, CITY shall notify
CONSULTANT, in writing, of such abandonment, delay, refusal, failure, neglect,
or default and direct CONSULTANT to comply with all provisions of the Agreement.
If the abandonment, delay, refusal, failure, neglect, or default is not cured within
seven (7) days of when notice was sent by CITY, CITY may declare a default of
the Agreement and notify CONSULTANT of such declaration of default and
terminate the Agreement.
A. Upon such declaration of default, all payments remaining due
CONSULTANT at the time of default, less all sums due CITY for damages
suffered, or expenses incurred by reason of default, shall be due and
payable to CONSULTANT.
B. CITY may complete the Agreement, or any part thereof, either by day labor,
use of a subcontractor, or by re -letting a contract for the same, and procure
the equipment and the facilities necessary for the completion of the
Agreement, and charge the cost of same to CONSULTANT together with
the costs incident thereto to such default.
C. In the event CITY completes the Agreement at a lesser cost than would
have been payable to CONSULTANT under this Agreement, if the same
had been fulfilled by CONSULTANT, CITY shall retain such differences.
Should such cost to CITY be greater, CONSULTANT shall pay the amount
of such excess to the CITY.
D. Notwithstanding the other provisions in this Article, CITY reserves the right
to terminate the Agreement at any time, whenever the service provided by
CONSULTANT fails to meet reasonable standards of the trade after CITY
gives written notice to the CONSULTANT of the deficiencies as set forth in
the written notice within fourteen calendar (14) days of the receipt by
CONSULTANT of such notice from CITY.
ARTICLE 19 — UNCONTROLLABLE FORCES
19.1 Neither the CITY nor CONSULTANT shall be considered to be in default of this
Agreement if delays in or failure of performance shall be due to Uncontrollable
Forces, the effect of which, by the exercise of reasonable diligence, the non-
performing party could not avoid. The term "Uncontrollable Forces" shall mean
any event which results in the prevention or delay of performance by a party of its
obligations under this Agreement and which is beyond the reasonable control of
the non-performing party. It includes, but is not limited to pandemic, epidemic, acts
of God, fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage, and governmental actions.
19.2 Neither party shall, however, be excused from performance if non-performance is
due to forces that are preventable, removable, or remediable, and which the non-
performing party could have, with the exercise of reasonable diligence, prevented,
removed, or remedied with reasonable dispatch. The non-performing party shall,
within a reasonable time of being prevented or delayed from the performance by
an uncontrollable force, give written notice to the other party describing the
circumstances and uncontrollable forces preventing the continued performance of
the obligations of this Agreement.
ARTICLE 20 - NOTICES
Notices to the CITY of Boynton Beach shall be sent to the following address:
City of Boynton Beach
Attn: Lori LaVerriere, City Manager
100 E. Ocean Avenue
Boynton Beach, FL 33435
Notices to CONSULTANT shall be sent to the following address:
PlanIT Geo, LLC
ADDRESS: 7878 Wadsworth Blvd, Suite 340
CITY/STATE/ZIP: Arvada, CO 80003
Attn: Emily Solis
Tel: 720-481-7639
Email: admin@planitgeo.com
ARTICLE 21 - INTEGRATED AGREEMENT
21.1 This Agreement, together with the RFP and any addenda and/or attachments,
represents the entire and integrated agreement between the CITY and the
CONSULTANT and supersedes all prior negotiations, representations, or
agreements written or oral. This Agreement may be amended only by written
instrument signed by both CITY and CONSULTANT.
ARTICLE 22 - MISCELLANEOUS
22.1 In the event that either party brings suit for enforcement of this Agreement, each
party shall bear its own attorney's fees and court costs, except as otherwise
provided under the indemnification provisions set forth herein above.
22.2 It shall be the CONSULTANT's responsibility to be aware of and comply with all
statutes, ordinances, rules, orders, regulations, and requirements of all local, city,
state, and federal agencies as applicable.
22.3 This Agreement represents the entire and integrated agreement between CITY
and CONSULTANT and supersedes all prior negotiations, representations, or
agreements, either written or oral. This Agreement is intended by the parties hereto
to be final expression of this Agreement, and it constitutes the full and entire
understanding between the parties with respect to the subject hereof,
notwithstanding any representations, statements, or agreements to the contrary
heretofore made. In the event of a conflict between this Agreement, the solicitation,
and the CONSULTANT's bid proposal, this Agreement shall govern then the
solicitation, and then the bid proposal.
22.4 This Agreement will take effect once signed by both parties. This Agreement may
be executed by hand or electronically in multiple originals or counterparts, each of
which shall be deemed to be an original and together shall constitute one and the
same agreement. Execution and delivery of this Agreement by the Parties shall
be legally binding, valid, and effective upon delivery of the executed documents to
the other party through facsimile transmission, email, or other electronic delivery.
ARTICLE 23 — PUBLIC RECORDS
23.1 Sealed documents received by the CITY in response to an invitation are exempt
from public records disclosure until thirty (30) days after the opening of the Bid
unless the CITY announces intent to award sooner, in accordance with Section
119.07, Florida Statutes.
23.2 The CITY is a public agency subject to Chapter 119, Florida Statutes. The
CONSULTANT shall comply with Florida's Public Records Law. Specifically, the
CONSULTANT shall:
A. Keep and maintain public records required by the CITY to perform the
service;
B. Upon request from the CITY's custodian of public records, provide the CITY
with a copy of the requested records or allow the records to be inspected
or copied within a reasonable time at a cost that does not exceed the cost
provided in chapter 119, Fla. Stat. or as otherwise provided by law;
C. Ensure that public records that are exempt or that are confidential and
exempt from public record disclosure requirements are not disclosed
except as authorized by law for the duration of the contract term and,
following completion of the contract, CONSULTANT shall maintain in a
secured manner all copies of such confidential and exempt records
remaining in its possession once the CONSULTANT transfers the records
in its possession to the CITY; and
D. Upon completion of the contract, Consultant shall transfer to the CITY, at
no cost to the CITY, all public records in CONSULTANT'S possession. All
records stored electronically by CONSULTANT must be provided to the
CITY, upon request from the CITY's custodian of public records, in a format
that is compatible with the information technology systems of the CITY.
IF THE CONSULTANT HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS:
CRYSTAL GIBSON, CITY CLERK
100 E. OCEAN AVENUE
BOYNTON BEACH, FLORIDA, 33435
TELEPHONE: 561-742-6061
GIBSONC@BBFL.US
ARTICLE 24 — SCRUTINIZED COMPANIES
24.1 By execution of this Agreement, CONSULTANT certifies that it is not participating
in a boycott of Israel. CONSULTANT further certifies that it is not on the Scrutinized
Companies that Boycott Israel list, not on the Scrutinized Companies with Activities
in Sudan List, and not on the Scrutinized Companies with Activities in the Iran
Petroleum Energy Sector List, nor has it engaged in business operations in Syria.
Subject to limited exceptions provided in state law, the CITY will not contract for
the provision of goods or services with any scrutinized company referred to above.
Submitting a false certification shall be deemed a material breach of contract. The
CITY shall provide notice, in writing, to the CONSULTANT of the CITY's
determination concerning the false certification. CONSULTANT shall have five (5)
days from receipt of notice to refute the false certification allegation. If such false
certification is discovered during the active contract term, CONSULTANT shall
have ninety (90) days following receipt of the notice to respond in writing and
demonstrate that the determination of false certification was made in error. If the
CONSULTANT does not demonstrate that the CITY's determination of false
certification was made in error then the CITY shall have the right to terminate the
contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as
amended from time to time.
ARTICLE 25 — E -VERIFY
Section
25.1 CONSULTANT certifies that it is aware of and complies with the requirements of
448.095, Florida Statutes, as may be amended from time to time and briefly
described hereinbelow.
25.2 Definitions for this Section:
A. "Contractor" means a person or entity that has entered or is attempting to
enter into a contract with a public employer to provide labor, supplies, or
services to such employer in exchange for a salary, wages, or other
remuneration. "Contractor" includes, but is not limited to, a vendor or
consultant.
B. "Subcontractor" means a person or entity that provides labor, supplies, or
services to or for a contractor or another subcontractor in exchange for a
salary, wages, or other remuneration.
C. "E -Verify system" means an Internet -based system operated by the United
States Department of Homeland Security that allows participating
employers to electronically verify the employment eligibility of newly hired
employees.
25.3 Registration Requirement; Termination: Pursuant to Section 448.095, Florida
Statutes, effective January 1, 2021, Contractors, shall register with and use the E -
verify system in order to verify the work authorization status of all newly hired
employees. The contractor shall register for and utilize the U.S. Department of
Homeland Security's E -Verify System to verify the employment eligibility of:
A. All persons employed by a Contractor to perform employment duties within
Florida during the term of the contract; and
B. All persons (including sub-vendors/sub-consultants/sub-contractors)
assigned by Contractor to perform work pursuant to the contract with the
CITY of Boynton Beach. The Contractor acknowledges and agrees that
registration and use of the U.S. Department of Homeland Security's E -
Verify System during the term of the contract is a condition of the contract
with the CITY of Boynton Beach; and
C. The Contractor shall comply with the provisions of Section 448.095, Fla.
Stat., "Employment Eligibility," as amended from time to time. This
includes, but is not limited to registration and utilization of the E -Verify
System to verify the work authorization status of all newly hired employees.
The contractor shall also require all subcontractors to provide an affidavit
attesting that the subcontractor does not employ, contract with, or
subcontract with, an unauthorized alien. The Contractor shall maintain a
copy of such affidavit for the duration of the contract. Failure to comply will
lead to termination of this Contract, or if a subcontractor knowingly violates
the statute, the subcontract must be terminated immediately. Any challenge
to termination under this provision must be filed in the Circuit Court no later
than twenty (20) calendar days after the date of termination. Termination
of this Contract under this Section is not a breach of contract and may not
be considered as such. If this contract is terminated for a violation of the
statute by the Contractor, the Contractor may not be awarded a public
contract for a period of one (1) year after the date of termination.
ARTICLE 26 — FEDERAL REQUIREMENTS
Notwithstanding anything to the contrary set forth herein, vendor shall comply with the all
applicable federally required standard provisions whether set forth hereinbelow, in 2 CFR
Part 200, or otherwise. Any reference made to CONSULTANT in this section shall also
apply to any subcontractor under the terms of this Agreement.
26.1 Equal Employment Opportunity. During the performance of this contract,
CONSULTANT agrees as follows:
A. CONSULTANT will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, sexual orientation,
gender identity, or national origin. CONSULTANT 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. CONSULTANT agrees to post in
conspicuous places, available to employees and applicants for
employment, notices to be provided by the contracting officer setting forth
the provisions of this nondiscrimination clause.
B. CONSULTANT will, in all solicitations or advertisements for employees
placed by or on behalf of CONSULTANT, state that all qualified applicants
will receive consideration for employment without regard to race, color,
religion, sex, sexual orientation, gender identity, or national origin.
C. CONSULTANT 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 CONSULTANT's legal
duty to furnish information.
D. CONSULTANT will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or
understanding, a notice to be provided by the agency contracting officer,
advising the labor union or workers' representative of CONSULTANT's
commitments under section 202 of Executive Order 11246 of September
24, 1965, and shall post copies of the notice in conspicuous places
available to employees and applicants for employment.
E. CONSULTANT 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.
F. CONSULTANT will furnish all information and reports required by
Executive Order 11246 of September 24, 1965, and by the rules,
regulations, and orders of the Secretary of Labor, or pursuant thereto, and
will permit access to his books, records, and accounts by the contracting
agency and the Secretary of Labor for purposes of investigation to
ascertain compliance with such rules, regulations, and orders.
G. In the event of CONSULTANT's non-compliance with the nondiscrimination
clauses of this contract or with any of such rules, regulations, or orders, this
Agreement may be canceled, terminated, or suspended in whole or in part
and CONSULTANT may be declared ineligible for further Government
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.
H. CONSULTANT will include the provisions of paragraphs (A) through (H) 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.
CONSULTANT will take such action with respect to any subcontract or
purchase order as may be directed by the Secretary of Labor as a means
of enforcing such provisions including sanctions for noncompliance:
Provided, however, that in the event CONSULTANT becomes involved in,
or is threatened with, litigation with a subcontractor or vendor as a result of
such direction, CONSULTANT may request the United States to enter into
such litigation to protect the interests of the United States.
The CITY 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 CITY 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 CITY further 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 CITY further 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 who 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 CITY 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 CITY under the program with respect to which the
failure or refund occurred until satisfactory assurance of future compliance
has been received from such CITY; refer the case to the Department of
Justice for appropriate legal proceedings.
26.2 Davis -Bacon Act. CONSULTANT shall comply with the Davis -Bacon Act (40 U.S.C.
276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part
5). In accordance with the statute, CONSULTANT must be required to pay wages to
laborers and mechanics at a rate not less than the prevailing wages specified in a
wage determination made by the Secretary of Labor. In addition, CONSULTANT
must be required to pay wages not less than once a week.
26.3 Copeland "Anti -Kickback" Act. CONSULTANT shall comply with the Copeland
"Anti -Kickback" Act, (40 U.S.C. 3145), as supplemented by Department of Labor
regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or
Public Work Financed in Whole or in Part by Loans or Grants from the United
States"). CONSULTANT must be prohibited from inducing, by any means, any
person employed in the construction, completion, or repair of public work, to give up
any part of the compensation to which he or she is otherwise entitled. CITY must
report all suspected or reported violations to the Federal awarding agency.
26.4 Contract Work Hours and Safety Standards Act (40 U.S.C. 3701- 3708). Where
applicable, pursuant to 40 U.S.C. 3702 and 3704, as supplemented by Department
of Labor regulations (29 CFR Part 5) CONSULTANT must be required to compute
the wages of every mechanic and laborer on the basis of a standard workweek of 40
hours. Work in excess of the standard workweek is permissible provided that the
worker is compensated at a rate of not less than one and a half times the basic rate
of pay for all hours worked in excess of 40 hours in the workweek. The requirements
of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or
mechanic must be required to work in surroundings or under working conditions
which are unsanitary, hazardous, or dangerous.
A. Overtime requirements. No contractor or subcontractor 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 workweek unless such laborer or mechanic
receives compensation at a rate not less than one and one-half times the
basic rate of pay for all hours worked in excess of forty hours in such
workweek.
B Violation; liability for unpaid wages; liquidated damages. In the event of
any violation of the clause set forth in paragraph (A) of this section the
CONSULTANT and any subcontractor responsible therefore 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 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 (A) of this
section, in the sum of $10 for each calendar day on which such individual was
required or permitted to work in excess of the standard workweek of forty
hours without payment of the overtime wages required by the clause set forth
in paragraph (A) of this section.
C. Withholding for unpaid wages and liquidated damages. CITY shall upon
its own action or upon written request of an authorized representative of the
Department of Labor withhold or cause to be withheld, from any moneys
payable on account of work performed by CONSULTANT 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 (26.4.2) of this
section.
D. Subcontracts. CONSULTANT or subcontractor shall insert in any
subcontracts the clauses set forth in paragraph (A) through (D) 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 (A) through (D) of this section.
26.5 CONSULTANT agrees to comply with all applicable standards, orders, or regulations
issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671 q) and the Federal Water
Pollution Control Act, as amended (33 U.S.C. 1251- 1387). CITY will report violations
to the Federal awarding agency and the Regional Office of the Environmental
Protection Agency (EPA).
A. Clean Air Act. CONSULTANT agrees to comply with all applicable
standards, orders, or regulations issued pursuant to the Clean Air Act, as
amended, 42 U.S.C. § 7401 et seq. CONSULTANT agrees to report each
violation to CITY and understands and agrees that the CITY will, in turn,
report each violation as required to assure notification to the State, Federal
Emergency Management Agency, and the appropriate Environmental
Protection Agency Regional Office. CONSULTANT agrees to include these
requirements in each subcontract exceeding $150,000 financed in whole or
in part with Federal assistance.
B. Federal Water Pollution Control Act. CONSULTANT 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.
CONSULTANT agrees to report each violation to the CITY and understands
and agrees that the CITY will, in tum, report each violation as required to
assure notification to the State, Federal Emergency Management Agency,
and the appropriate Environmental Protection Agency Regional Office.
CONSULTANT agrees to include these requirements in each subcontract
exceeding one hundred fifty thousand dollars ($150,000) financed in whole
or in part with Federal assistance.
26.6 Suspension and Debarment. This Agreement is a covered transaction for purposes
of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000, as such CONSULTANT is required to verify
that none of the CONSULTANT's agents, principals (defined at 2 C.F.R. § 180.995),
or 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).
A. CONSULTANT must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R.
pt. 3000, subpart C and must include a requirement to comply with these
regulations in any lower tier covered transaction it enters into. This
certification is a material representation of fact relied upon by CITY. If it is later
determined that CONSULTANT did not comply with 2 C.F.R. pt. 180, subpart
C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to State
and CITY, the Federal Government may pursue available remedies, including
but not limited to suspension and/or debarment.
B. The bidder or proposer agrees to comply with the requirements of 2 C.F.R.
pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid
and throughout the period of any contract that may arise from this offer. The
bidder or proposer further agrees to include a provision requiring such
compliance in its lower -tier covered transactions.
26.7 Byrd Anti -Lobbying Amendment, as amended (31 U.S.C. § 1352).
CONSULTANT shall file the required certification pursuant to 31 U.S.C. 1352. 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.
26.8 Compliance with State Energy Policy and Conservation Act. CONSULTANT
shall comply with all mandatory standards and policies relating to energy efficiency
contained in the State energy conservation plan issued in compliance with the Energy
Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871).
26.9 Procurement of Recovered Materials. The CITY and CONSULTANT must comply
with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource
Conservation and Recovery Act. The requirements of Section 6002 include procuring
only items designated in guidelines of the Environmental Protection Agency (EPA) at
40 CFR part 247 that contain the highest percentage of recovered materials
practicable, consistent with maintaining a satisfactory level of competition, where the
purchase price of the item exceeds $10,000 or the value of the quantity acquired
during the preceding fiscal year exceeded $10,000; procuring solid waste
management services in a manner that maximizes energy and resource recovery;
and establishing an affirmative procurement program for procurement of recovered
materials identified in the EPA guidelines.
26.10 Reporting. Pursuant to 44 CFR 13.36(i)(7), CONSULTANT shall comply with federal
requirements and regulations pertaining to reporting, including but not limited to those
set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide
the FEMA Administrator, U.S. DOT Administrator, the Comptroller General of the
United States, or any of their authorized representative access to any books,
documents, papers, and records of CONSULTANT which are directly pertinent to this
contract for the purpose of making audits, examinations, excerpts, and transcriptions.
Also, both Parties agree to provide FEMA Administrator or his authorized
representative access to construction or other work sites pertaining to the work being
completed under the Agreement.
26.11 Rights to Inventions. CONSULTANT agrees that if this Agreement results in any
copyrightable materials or inventions, the Federal Government reserves a royalty -
free, nonexclusive and irrevocable license to reproduce, publish, or otherwise use the
copyright of said materials or inventions for Federal Government purposes.
26.12 No Obligation by the Federal Government. The federal government is not a party
to this contract and is not subject to any obligations or liabilities to the non-federal
entity, contractor, or any other party pertaining to any matter resulting from the
contract.
26.13 Department of Homeland Security (DHS) Seal, Logo, and Flags. CONSULTANT
shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS
agency officials without specific federal pre -approval.
26.14 Compliance with Federal Law, Regulations, and Executive Orders. This is an
acknowledgment that federal financial assistance will be used to fund the Agreement
only. CONSULTANT will comply with all applicable federal laws, regulations,
executive orders, policies, procedures, and directives.
26.15 Fraudulent Statements. CONSULTANT acknowledges that 31 U.S.C. Chap. 38
applies to CONSULTANT's actions pertaining to this Agreement.
26.16 Prohibition on Contracting for Covered Telecommunications Equipment or
Services. 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.
A. Prohibitions.
Section 889(b) of the John S. McCain National Defense Authorization
Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C. F.R. § 200.216
prohibit the head of an executive agency on or after Aug. 13, 2020,
from obligating or expending grant, cooperative agreement, loan, or
loan guarantee funds on certain telecommunications products or from
certain entities for national security reasons.
ii. Unless an exception in paragraph (B) of this clause applies, the
CONSULTANT and its subcontractors may not use grant, cooperative
agreement, loan, or loan guarantee funds from the Federal
Emergency Management Agency to:
a. Procure or obtain any equipment, system, or service that uses
covered telecommunications equipment or services as a substantial
or essential component of any system, or as critical technology of any
system;
b. Enter into, extend, or renew a contract to procure or obtain any
equipment, system, or service that uses covered telecommunications
equipment or services as a substantial or essential component of any
system, or as critical technology of any system;
c. Enter into, extend, or renew contracts with entities that use covered
telecommunications equipment or services as a substantial or
essential component of any system, or as critical technology as part
of any system; or
d. Provide, as part of its performance of this contract, subcontract, or
other contractual instrument, any equipment, system, or service that
uses covered telecommunications equipment or services as a
substantial or essential component of any system, or as critical
technology as part of any system.
B Exceptions.
This clause does not prohibit CONSULTANT from providing: (a) A
service that connects to the facilities of a third -party, such as
backhaul, roaming, or interconnection arrangements; or (b)
Telecommunications equipment that cannot route or redirect user
data traffic or permit visibility into any user data or packets that such
equipment transmits or otherwise handles.
ii. By necessary implication and regulation, the prohibitions also do not
apply to (a) Covered telecommunications equipment or services that
i. Are not used as a substantial or essential component of any system;
and ii. Are not used as critical technology of any system. (b) Other
telecommunications equipment or services that are not considered
covered telecommunications equipment or services.
C. Reporting requirement.
In the event CONSULTANT identifies covered telecommunications
equipment or services used as a substantial or essential component
of any system, or as critical technology as part of any system, during
contract performance, or the contractor is notified of such by a
subcontractor at any tier or by any other source, the contractor shall
report the information in paragraph (ii) of this clause to the recipient
or sub -recipient unless elsewhere in this contract are established
procedures for reporting the information.
The CONSULTANT shall report the following information pursuant to
this section: (i) Within one business day from the date of such
identification or notification: The contract number; the order
number(s), if applicable; supplier name; supplier unique entity
identifier (if known); supplier Commercial and Government Entity
(CAGE) code (if known); brand; model number (original equipment
manufacturer number, manufacturer part number, or wholesaler
number); item description; and any readily available information about
mitigation actions undertaken or recommended. (ii) Within ten (10)
business days of submitting the information required by this Section:
Any further available information about mitigation actions undertaken
or recommended. In addition, the contractor shall describe the efforts
it undertook to prevent use or submission of covered
telecommunications equipment or services, and any additional efforts
that will be incorporated to prevent future use or submission of
covered telecommunications equipment or services. The
CONSULTANT shall insert the substance of this clause, including this
in all subcontracts and other contractual instruments.
26.17 Domestic Preference for Procurements. As appropriate, and to the extent
consistent with law, the CONSULTANT should, to the greatest extent practicable,
provide a preference for the purchase, acquisition, or use of goods, products, or
materials produced in the United States. This includes, but is not limited to iron,
aluminum, steel, cement, and other manufactured products. For purposes of this
clause: Produced in the United States means, for iron and steel products, that all
manufacturing processes, from the initial melting stage through the application of
coatings, occurred in the United States. Manufactured products mean items and
construction materials composed in whole or in part of non-ferrous metals such as
aluminum; plastics and polymer -based products such as polyvinyl chloride pipe;
aggregates such as concrete; glass, including optical fiber; and lumber.
26.18 Affirmative Socioeconomic Steps. If subcontracts are to be let, CONSULTANT is
required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to
ensure that small and minority businesses, women's business enterprises, and labor
surplus area firms are used when possible.
26.19 License and Delivery of Works Subject to Copyright and Data Rights. If
applicable, the CONSULTANT grants to CITY, a paid-up, royalty -free, nonexclusive,
irrevocable, worldwide license in data first produced in the performance of this
contract to reproduce, publish, or otherwise use, including prepare derivative works,
distribute copies to the public, and perform publicly and display publicly such data.
For data required by the contract but not first produced in the performance of this
contract, CONSULTANT will identify such data and grant to the CITY or acquires on
its behalf a license of the same scope as for data first produced in the performance
of this contract. Data, as used herein, shall include any work subject to copyright
under 17 U.S.C. § 102, for example, any written reports or literary works, software
and/or source code, music, choreography, pictures or images, graphics, sculptures,
videos, motion pictures or other audiovisual works, sound and/or video recordings,
and architectural works. Upon or before the completion of this contract,
CONSULTANT will deliver to the CONSULTANT data first produced in the
performance of this contract and data required by the contract but not first produced
in the performance of this contract in formats acceptable by CONSULTANT.
THE REMAINDER OF THE PAGE IS INTENTIONALLY LEFT BLANK.
This Agreement will take effect once signed by both parties. This Agreement may be
signed by the parties in counterparts which together shall constitute one and the same
agreement among the parties. A facsimile signature shall constitute an original signature for all
purposes.
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals on the day
and year set forth below their respective signatures.
DATED this �� day of �e 1nuQ-w , 2022.
CITY OF BOYNTON BEACH
Lori LaVerriere, City Manager
Attested/Authenticated:
stal Gibson, City Clerk
PLANIT GEO, LLC
(Signature), Company
Print Name of Authorized Official
Title
(Corporate Seal)
Attest/Authenticated:
Witness
Print Name
R22-024
PROFESSIONAL SERVICES AGREEMENT FOR
TREE INVENTORY SERVICES
THIS AGREEMENT ("Agreement"), is entered into between the City of Boynton Beach, a
municipal corporation organized and existing under the laws of Florida, with a business address
of 100 East Ocean Ave., Boynton Beach, FL 33435, hereinafter referred to as "CITY", and PlanIT
Geo, LLC a limited liability corporation authorized to do business in the State of Florida, with a
business address of 7878 Wadsworth Blvd, Suite 340, Arvada, CO 80003, hereinafter referred
to as "CONSULTANT'. In consideration of the mutual benefits, terms, and conditions hereinafter
specified the Parties agree as set forth below.
WHEREAS, the CITY solicited proposals for a non-exclusive contract to perform Tree
Inventory Services, and
WHEREAS, the CITY issued a REQUEST FOR PROPOSALS FOR TREE INVENTORY
SERVICES, RFP No. UTL22-006; and
WHEREAS, RFP No. UTL22-006 defined Scope of Services for Tree Inventory Services;
and
WHEREAS, the CITY determined that CONSULTANT was qualified for appointment to
perform the scope of services set forth in RFP No. UTL22-006; and
WHEREAS, the CITY Commission on February 1, 2022, determined that CONSULTANT
was qualified for appointment to perform the scope of services set forth in the REQUEST FOR
PROPOSALS FOR TREE INVENTORY SERVICES; and
NOW, THEREFORE, in consideration of the mutual covenants expressed herein, the
parties agree as follows:
ARTICLE 1 - SERVICES
1.1 CONSULTANT hereby agrees to perform the services for the tree inventory, as
more particularly described in RFP No. UTL22-006, attached hereto as Exhibit "A"
and by this reference made a part hereof.
1.2 CONSULTANT shall furnish all services, labor, equipment, and materials
necessary and as may be required in the performance of this Agreement, except
as otherwise specifically provided for herein, and all work performed under this
Agreement shall be done in a professional manner.
1.3 CONSULTANT assumes professional and technical responsibility for performance
of its services to be provided hereunder in accordance with recognized
professional and ethical guidelines established by their profession. If within one
year following completion of its services, such services fail to meet the aforesaid
standards, and the CITY promptly advises CONSULTANT thereof in writing,
CONSULTANT agrees to re -perform such deficient services without charge to the
CITY.
1.4 The relationship between CITY and CONSULTANT created hereunder and the
services to be provided by CONSULTANT pursuant to this Agreement are non-
exclusive. CITY shall be free to pursue and engage similar relationships with other
contractors to perform the same or similar services performed by CONSULTANT
hereunder, so long as no other consultant shall be engaged to perform the specific
project(s) assigned to CONSULTANT while CONSULTANT is so engaged without
first terminating such assignment. CONSULTANT shall be free to pursue
relationships with other parties to perform the same or similar services, whether or
not such relationships are for services to be performed within the CITY, so long as
no such relationship shall result in a conflict of interest, ethical or otherwise, with
the CITY's interests in the services provided by CONSULTANT hereunder.
1.5 CONSULTANT shall not utilize the services of any sub -consultant without the prior
written approval of CITY.
1.6 The CITY's Representative during the performance of this Agreement shall be
Rebecca Harvey, Sustainability Coordinator, 561-742-6494, HarveyR(cD-bbfl.us.
1.7 The CONSULTANT'S Representative during the performance of the Agreement
shall be TJ Wood, Director of Field Services, tiwood(a)planitgeo.com.
ARTICLE 2 - TERM
2.1 The initial Agreement period shall be for an initial term of six (6) months,
commencing on February 2, 2022. The services to be performed during the initial
six (6) month term will be governed by this Agreement, and that there is no
guarantee of future work being given to the Consultant.
2.2 In the event that services are scheduled to end either by contract expiration or by
termination by the CITY (at the CITY's discretion), the CONSULTANT shall
continue the services, if requested by the CITY, or until task or tasks is/are
completed. At no time shall this transitional period extend more than one -hundred
and eighty (180) calendar days beyond the expiration date of the existing contract.
The CONSULTANT will be reimbursed for this service at the rate in effect when
this transitional period clause was invoked by the CITY.
ARTICLE 3 - TIME OF PERFORMANCE
3.1 Work under this Agreement shall commence upon the giving of written notice by
the CITY to the CONSULTANT by way of a purchase order. CONSULTANT shall
perform all services and provide all work products required pursuant to this
Agreement within the time period set forth herein unless otherwise agreed to in the
purchase order.
ARTICLE 4 - PAYMENT
4.1 The CONSULTANT shall be paid by the CITY for completed work and for services
rendered under this agreement as follows:
A. Payment for the work provided by the CONSULTANT shall be made
promptly on all invoices submitted to the CITY properly and in accordance
with "PRICE PROPOSAL".
B. The CONSULTANT may submit invoices to the CITY during the progress
of the contract term. Invoices shall include information such as the date(s)
of service, type of service(s) performed, length of time spent, the
level/status of the employee performing the task if relevant, all applicable
fees and costs, an adequate description for all fees and costs, and any
other information reasonably required by CITY. Such invoices will be
reviewed by the CITY, and upon approval thereof, payment will be made
to the CONSULTANT in the amount approved.
C. Final payment of any balance due to the CONSULTANT of the total price
earned will be made promptly upon its ascertainment and verification by
the CITY after the completion of the work under this Agreement and its
acceptance by the CITY.
D. The payment as provided in this section by the CITY shall be full
compensation for work performed, services rendered, and for all materials,
supplies, equipment, and incidentals necessary to complete the work.
E. The Professional's records and accounts pertaining to this agreement are
to be kept available for inspection by representatives of the CITY and State
for a period of three (3) years after the termination of the Agreement.
Copies shall be made available upon request.
F. All payments shall be governed by the Local Government Prompt Payment
Act, as set forth in Part VII, Chapter 218, Florida Statutes.
ARTICLE 5 - OWNERSHIP AND USE OF DOCUMENTS
5.1 Upon completion of the project and final payment to CONSULTANT, all
documents, drawings, specifications, and other materials produced by the
CONSULTANT in connection with the services rendered under this agreement
shall be the property of the CITY whether the project for which they are made is
executed or not. Notwithstanding the foregoing, the CONSULTANT shall maintain
the rights to reuse standard details and other design copies, including reproducible
copies, of drawings and specifications for information, reference, and use in
connection with CONSULTANT's endeavors. Any use of the documents for
purposes other than as originally intended by this Agreement, without the written
consent of CONSULTANT, shall be at the CITY's sole risk and without liability to
CONSULTANT and CONSULTANT'S sub -CONSULTANTS.
ARTICLE 6 - FUNDING
6.1 This Agreement shall remain in full force and effect only as long as the
expenditures provided in the Agreement have been appropriated by the CITY in
the annual budget for each fiscal year of this Agreement and is subject to
termination based on lack of funding.
ARTICLE 7 - WARRANTIES AND REPRESENTATIONS
7.1 CONSULTANT represents and warrants to the CITY that it is competent to engage
in the scope of services contemplated under this Agreement and that it will retain
and assign qualified professionals to all assigned projects during the term of this
Agreement. CONSULTANT's services shall meet a standard of care for [service
description]. In submitting its response to the RFP, CONSULTANT has
represented to CITY that certain individuals employed by CONSULTANT shall
provide services to CITY pursuant to this Agreement. CITY has relied upon such
representations. Therefore, CONSULTANT shall not change the designated
Project Manager for any project without the advance written approval of the CITY,
which consent may be withheld in the sole and absolute discretion of the CITY.
ARTICLE 8 - COMPLIANCE WITH LAWS
8.1 CONSULTANT shall, in performing the services contemplated by this Service
Agreement, faithfully observe and comply with all federal, state, and local laws,
ordinances, and regulations that are applicable to the services to be rendered
under this Agreement.
ARTICLE 9 - INDEMNIFICATION
9.1 The CONSULTANT shall indemnify and hold harmless the CITY, its officers,
employees, agents, and instrumentalities from any and all liability, losses or
damages, including attorneys' fees and costs of defense, which the CITY or its
officers, employees, agents, or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to and resulting from the performance of this Agreement by the
CONSULTANT, its employees, agents, partners, principals or subcontractors. The
CONSULTANT shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of the CITY, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorneys' fees which may issue thereon. Neither party to
this Agreement shall be liable to any third party claiming directly or through the
other respective party, for any special, incidental, indirect, or consequential
damages of any kind, including but not limited to lost profits or use that may result
from this Agreement or out of the services or goods furnished hereunder.
9.2 The parties understand and agree that the covenants and representations relating
to this indemnification provision shall survive the term of this Agreement and
continue in full force and effect as to the party's responsibility to indemnify.
9.3 Nothing contained herein is intended nor shall be construed to waive CITY's rights
and immunities under the common law or §768.28, Fla. Stat., as may be amended
from time to time.
ARTICLE 10 - INSURANCE
10.1 During the performance of the services under this Agreement, CONSULTANT
shall maintain the following insurance policies, and provide originals or certified
copies of all policies to CITY's Director of Human Resources and Risk
Management. All policies shall be written by an insurance company authorized to
do business in Florida. CONSULTANT shall be required to obtain all applicable
insurance coverage, as indicated below, prior to commencing any service pursuant
to this Agreement:
A. Worker's Compensation Insurance: The CONSULTANT shall procure
and maintain for the life of this Agreement, Worker's Compensation
Insurance covering all employees with limits meeting all applicable state
and federal laws. This coverage shall include Employer's Liability with
limits meeting all applicable state and federal laws. This coverage must
extend to any sub -CONSULTANT that does not have their own Worker's
Compensation and Employer's Liability Insurance. The policy must contain
a waiver of subrogation in favor of the CITY of Boynton Beach, executed
by the insurance company.
B. Comprehensive General Liability: The CONSULTANT shall procure and
maintain for the life of this Agreement, Comprehensive General Liability
Insurance. This coverage shall be on an "Occurrence" basis. Coverage
shall include Premises and Operations; Independent consultants,
Products -Completed Operations and Contractual Liability with specific
reference to Article 7, "Indemnification" of this Agreement. This policy shall
provide coverage for death, personal injury, or property damage that could
arise directly or indirectly from the performance of this Agreement.
CONSULTANT shall maintain a minimum coverage of $1,000,000 per
occurrence and $1,000,000 aggregate for personal injury/ and $1,000.000
per occurrence/aggregate for property damage. The general liability
insurance shall include the CITY as an additional insured and shall include
a provision prohibiting cancellation of the policy upon thirty (30) days prior
written notice to the CITY.
C. Business Automobile Liability: The CONSULTANT shall procure and
maintain, for the life of this Agreement, Business Automobile Liability
Insurance. The CONSULTANT shall maintain a minimum amount of
$1,000,000 combined single limit for bodily injury and property damage
liability to protect the CONSULTANT from claims for damage for bodily and
personal injury, including death, as well as from claims for property
damage, which may arise from the ownership, use of maintenance of
owned and non -owned automobile, included rented automobiles, whether
such operations be by the CONSULTANT or by anyone directly or indirectly
employed by the CONSULTANT.
D. Professional Liability (Errors and Omissions) Insurance: The
CONSULTANT shall procure and maintain for the life of this Agreement in
the minimum amount of $1,000,000 per occurrence.
E. Umbrella/Excess Liability Insurance in the amount of $1,000,000.00 as
determined appropriate by the CITY depending on the type of job and
exposures contemplated. Coverage must follow form of the General
Liability, Auto Liability, and Employer's Liability. This coverage shall be
maintained for a period of no less than the later of three (3) years after the
delivery of goods/services or final payment pursuant to the Agreement.
10.2 CONSULTANT shall provide the CITY with all Certificates of Insurance required
under this section prior to beginning performance under this Agreement. Failure to
maintain the required insurance will be considered a default of the Agreement.
10.3 The CITY shall be named as an additional insured. The coverage shall contain no
limitations on the scope of protection afforded the CITY, its officers, officials,
employees, or volunteers. A current valid insurance policy meeting the
requirements herein identified shall be maintained during the duration of this
Agreement, and shall be endorsed to state that coverage shall not be suspended,
voided, or canceled by either party, reduced in coverage in limits except after thirty
(30) days prior written notice by either certified mail, return receipt requested, has
been given to the CITY.
10.4 The CITY reserves the right to reasonably require any additional insurance
coverage or increased limits as determined necessary by the Director of Human
Resources and Risk Management. The CITY reserves the right to review, modify,
reject, or accept any required policies of insurance, including limits, coverage, or
endorsements throughout the term of the Agreement.
ARTICLE 11 - INDEPENDENT CONSULTANT
11.1 CONSULTANT is an independent CONSULTANT with respect to the services
provided pursuant to this Agreement. Nothing in this Agreement shall be
considered to create the relationship of employer and employee between the
parties hereto. Neither CONSULTANT nor any employee of CONSULTANT shall
be entitled to any benefits accorded CITY employees by virtue of the services
provided under this Agreement. The CITY shall not be responsible for withholding
or otherwise deducting federal income tax or social security or for contributing to
the state industrial insurance program, otherwise assuming the duties of an
employer with respect to CONSULTANT, or any employee of CONSULTANT.
ARTICLE 12 - COVENANT AGAINST CONTINGENT FEES
12.1 The CONSULTANT warrants that he has not employed or retained any company
or person, other than a bonafide employee working solely for the CONSULTANT,
to solicit or secure this Agreement, and that he has not paid or agreed to pay any
company or person, other than a bonafide employee working solely for the
CONSULTANT, any fee, commission, percentage, brokerage fee, gifts, or any
other consideration contingent upon or resulting from the award or making of this
Agreement. For breach or violation of this warranty, the CITY shall have the right
to annul this Agreement without liability or, in its discretion to deduct from the
contract price or consideration, or otherwise recover, the full amount of such fee,
commission, percentage, brokerage fee, gift, or contingent fee.
ARTICLE 13 — TRUTH -IN -NEGOTIATION CERTIFICATE
13.1 Execution of this Agreement by the CONSULTANT shall act as the execution of a
truth -in -negotiation certificate certifying that the wage rates and costs used to
determine the compensation provided for in this Agreement is accurate, complete,
and current as of the date of the Agreement and no higher than those charged the
CONSULTANT's most favored customer for the same or substantially similar
service.
13.2 The said rates and costs shall be adjusted to exclude any significant sums should
the CITY determine that the rates and costs were increased due to inaccurate,
incomplete, or non-current wage rates or due to inaccurate representations of fees
paid to outside CONSULTANTs. The CITY shall exercise its rights under this
"Certificate" within one (1) year following payment.
ARTICLE 14 - DISCRIMINATION PROHIBITED
14.1 The CONSULTANT, with regard to the work performed by it under this Agreement,
will not discriminate on the grounds of race, color, national origin, religion, creed,
age, sex, or the presence of any physical or sensory handicap in the selection and
retention of employees or procurement of materials or supplies.
ARTICLE 15 - ASSIGNMENT
15.1 The CONSULTANT shall not sublet or assign any of the services covered by this
Agreement without the express written consent of the CITY.
ARTICLE 16 - NON -WAIVER
16.1 A waiver by either CITY or CONSULTANT of any breach of this Agreement shall
not be binding upon the waiving party unless such waiver is in writing. In the event
of a written waiver, such a waiver shall not affect the waiving party's rights with
respect to any other or further breach. The making or acceptance of a payment
by either party with knowledge of the existence of a default or breach shall not
operate or be construed to operate as a waiver of any subsequent default or
breach.
ARTICLE 17 — TERMINATION
17.1 Termination for Convenience: This Agreement may be terminated by the CITY
for convenience, upon fourteen (14) days of written notice by the terminating party
to the other party for such termination in which event the CONSULTANT shall be
paid its compensation for services performed to the termination date, including
services reasonably related to termination. In the event that the CONSULTANT
abandons the Agreement or causes it to be terminated, the CONSULTANT shall
indemnify the CITY against loss pertaining to this termination.
17.2 Termination for Cause: In addition to all other remedies available to CITY, this
Agreement shall be subject to cancellation by CITY for cause, should
CONSULTANT neglect or failure to perform or observe any of the terms,
provisions, conditions, or requirements herein contained if such neglect or failure
shall continue for a period of thirty (30) days after receipt by CONSULTANT of
written notice of such neglect or failure.
ARTICLE 18 - DISPUTES
18.1 Any and all legal action necessary to enforce the terms of this Agreement shall be
governed by the laws of the State of Florida. Any legal action arising from the terms
of this Agreement shall be submitted to a court of competent jurisdiction located in
Palm Beach County.
18.2 Correction of Work. If in the judgment of CITY, work provided by CONSULTANT
does not conform to the requirements of this Agreement, or if the work exhibits
poor workmanship, CITY reserves the right to require that CONSULTANT correct
all deficiencies in the work to bring the work into conformance without additional
cost to CITY, and/or replace any personnel who fail to perform in accordance with
the requirements of this Agreement. CITY shall be the sole judge of non-
conformance and the quality of workmanship.
18.3 Remedies in Default. In case of default by CONSULTANT, CITY shall notify
CONSULTANT, in writing, of such abandonment, delay, refusal, failure, neglect,
or default and direct CONSULTANT to comply with all provisions of the Agreement.
If the abandonment, delay, refusal, failure, neglect, or default is not cured within
seven (7) days of when notice was sent by CITY, CITY may declare a default of
the Agreement and notify CONSULTANT of such declaration of default and
terminate the Agreement.
A. Upon such declaration of default, all payments remaining due
CONSULTANT at the time of default, less all sums due CITY for damages
suffered, or expenses incurred by reason of default, shall be due and
payable to CONSULTANT.
B. CITY may complete the Agreement, or any part thereof, either by day labor,
use of a subcontractor, or by re -letting a contract for the same, and procure
the equipment and the facilities necessary for the completion of the
Agreement, and charge the cost of same to CONSULTANT together with
the costs incident thereto to such default.
C. In the event CITY completes the Agreement at a lesser cost than would
have been payable to CONSULTANT under this Agreement, if the same
had been fulfilled by CONSULTANT, CITY shall retain such differences.
Should such cost to CITY be greater, CONSULTANT shall pay the amount
of such excess to the CITY.
D. Notwithstanding the other provisions in this Article, CITY reserves the right
to terminate the Agreement at any time, whenever the service provided by
CONSULTANT fails to meet reasonable standards of the trade after CITY
gives written notice to the CONSULTANT of the deficiencies as set forth in
the written notice within fourteen calendar (14) days of the receipt by
CONSULTANT of such notice from CITY.
ARTICLE 19 — UNCONTROLLABLE FORCES
19.1 Neither the CITY nor CONSULTANT shall be considered to be in default of this
Agreement if delays in or failure of performance shall be due to Uncontrollable
Forces, the effect of which, by the exercise of reasonable diligence, the non-
performing party could not avoid. The term "Uncontrollable Forces" shall mean
any event which results in the prevention or delay of performance by a party of its
obligations under this Agreement and which is beyond the reasonable control of
the non-performing party. It includes, but is not limited to pandemic, epidemic, acts
of God, fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil
disturbance, sabotage, and governmental actions.
19.2 Neither party shall, however, be excused from performance if non-performance is
due to forces that are preventable, removable, or remediable, and which the non-
performing party could have, with the exercise of reasonable diligence, prevented,
removed, or remedied with reasonable dispatch. The non-performing party shall,
within a reasonable time of being prevented or delayed from the performance by
an uncontrollable force, give written notice to the other party describing the
circumstances and uncontrollable forces preventing the continued performance of
the obligations of this Agreement.
ARTICLE 20 - NOTICES
Notices to the CITY of Boynton Beach shall be sent to the following address:
City of Boynton Beach
Attn: Lori LaVerriere, City Manager
100 E. Ocean Avenue
Boynton Beach, FL 33435
Notices to CONSULTANT shall be sent to the following address:
PlanIT Geo, LLC
ADDRESS: 7878 Wadsworth Blvd, Suite 340
CITY/STATE/ZIP: Arvada, CO 80003
Attn: Emily Solis
Tel: 720-481-7639
Email: admin@planitgeo.com
ARTICLE 21 - INTEGRATED AGREEMENT
21.1 This Agreement, together with the RFP and any addenda and/or attachments,
represents the entire and integrated agreement between the CITY and the
CONSULTANT and supersedes all prior negotiations, representations, or
agreements written or oral. This Agreement may be amended only by written
instrument signed by both CITY and CONSULTANT.
ARTICLE 22 - MISCELLANEOUS
22.1 In the event that either party brings suit for enforcement of this Agreement, each
party shall bear its own attorney's fees and court costs, except as otherwise
provided under the indemnification provisions set forth herein above.
22.2 It shall be the CONSULTANT's responsibility to be aware of and comply with all
statutes, ordinances, rules, orders, regulations, and requirements of all local, city,
state, and federal agencies as applicable.
22.3 This Agreement represents the entire and integrated agreement between CITY
and CONSULTANT and supersedes all prior negotiations, representations, or
agreements, either written or oral. This Agreement is intended by the parties hereto
to be final expression of this Agreement, and it constitutes the full and entire
understanding between the parties with respect to the subject hereof,
notwithstanding any representations, statements, or agreements to the contrary
heretofore made. In the event of a conflict between this Agreement, the solicitation,
and the CONSULTANT's bid proposal, this Agreement shall govern then the
solicitation, and then the bid proposal.
22.4 This Agreement will take effect once signed by both parties. This Agreement may
be executed by hand or electronically in multiple originals or counterparts, each of
which shall be deemed to be an original and together shall constitute one and the
same agreement. Execution and delivery of this Agreement by the Parties shall
be legally binding, valid, and effective upon delivery of the executed documents to
the other party through facsimile transmission, email, or other electronic delivery.
ARTICLE 23 — PUBLIC RECORDS
23.1 Sealed documents received by the CITY in response to an invitation are exempt
from public records disclosure until thirty (30) days after the opening of the Bid
unless the CITY announces intent to award sooner, in accordance with Section
119.07, Florida Statutes.
23.2 The CITY is a public agency subject to Chapter 119, Florida Statutes. The
CONSULTANT shall comply with Florida's Public Records Law. Specifically, the
CONSULTANT shall:
A. Keep and maintain public records required by the CITY to perform the
service;
B. Upon request from the CITY's custodian of public records, provide the CITY
with a copy of the requested records or allow the records to be inspected
or copied within a reasonable time at a cost that does not exceed the cost
provided in chapter 119, Fla. Stat. or as otherwise provided by law;
C. Ensure that public records that are exempt or that are confidential and
exempt from public record disclosure requirements are not disclosed
except as authorized by law for the duration of the contract term and,
following completion of the contract, CONSULTANT shall maintain in a
secured manner all copies of such confidential and exempt records
remaining in its possession once the CONSULTANT transfers the records
in its possession to the CITY; and
D. Upon completion of the contract, Consultant shall transfer to the CITY, at
no cost to the CITY, all public records in CONSULTANT'S possession. All
records stored electronically by CONSULTANT must be provided to the
CITY, upon request from the CITY's custodian of public records, in a format
that is compatible with the information technology systems of the CITY.
IF THE CONSULTANT HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS:
CRYSTAL GIBSON, CITY CLERK
100 E. OCEAN AVENUE
BOYNTON BEACH, FLORIDA, 33435
TELEPHONE: 561-742-6061
GIBSONC@BBFL.US
ARTICLE 24 — SCRUTINIZED COMPANIES
24.1 By execution of this Agreement, CONSULTANT certifies that it is not participating
in a boycott of Israel. CONSULTANT further certifies that it is not on the Scrutinized
Companies that Boycott Israel list, not on the Scrutinized Companies with Activities
in Sudan List, and not on the Scrutinized Companies with Activities in the Iran
Petroleum Energy Sector List, nor has it engaged in business operations in Syria.
Subject to limited exceptions provided in state law, the CITY will not contract for
the provision of goods or services with any scrutinized company referred to above.
Submitting a false certification shall be deemed a material breach of contract. The
CITY shall provide notice, in writing, to the CONSULTANT of the CITY's
determination concerning the false certification. CONSULTANT shall have five (5)
days from receipt of notice to refute the false certification allegation. If such false
certification is discovered during the active contract term, CONSULTANT shall
have ninety (90) days following receipt of the notice to respond in writing and
demonstrate that the determination of false certification was made in error. If the
CONSULTANT does not demonstrate that the CITY's determination of false
certification was made in error then the CITY shall have the right to terminate the
contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as
amended from time to time.
ARTICLE 25 — E -VERIFY
Section
25.1 CONSULTANT certifies that it is aware of and complies with the requirements of
448.095, Florida Statutes, as may be amended from time to time and briefly
described hereinbelow.
25.2 Definitions for this Section:
A. "Contractor" means a person or entity that has entered or is attempting to
enter into a contract with a public employer to provide labor, supplies, or
services to such employer in exchange for a salary, wages, or other
remuneration. "Contractor" includes, but is not limited to, a vendor or
consultant.
B. "Subcontractor" means a person or entity that provides labor, supplies, or
services to or for a contractor or another subcontractor in exchange for a
salary, wages, or other remuneration.
C. "E -Verify system" means an Internet -based system operated by the United
States Department of Homeland Security that allows participating
employers to electronically verify the employment eligibility of newly hired
employees.
25.3 Registration Requirement; Termination: Pursuant to Section 448.095, Florida
Statutes, effective January 1, 2021, Contractors, shall register with and use the E -
verify system in order to verify the work authorization status of all newly hired
employees. The contractor shall register for and utilize the U.S. Department of
Homeland Security's E -Verify System to verify the employment eligibility of:
A. All persons employed by a Contractor to perform employment duties within
Florida during the term of the contract; and
B. All persons (including sub-vendors/sub-consultants/sub-contractors)
assigned by Contractor to perform work pursuant to the contract with the
CITY of Boynton Beach. The Contractor acknowledges and agrees that
registration and use of the U.S. Department of Homeland Security's E -
Verify System during the term of the contract is a condition of the contract
with the CITY of Boynton Beach; and
C. The Contractor shall comply with the provisions of Section 448.095, Fla.
Stat., "Employment Eligibility," as amended from time to time. This
includes, but is not limited to registration and utilization of the E -Verify
System to verify the work authorization status of all newly hired employees.
The contractor shall also require all subcontractors to provide an affidavit
attesting that the subcontractor does not employ, contract with, or
subcontract with, an unauthorized alien. The Contractor shall maintain a
copy of such affidavit for the duration of the contract. Failure to comply will
lead to termination of this Contract, or if a subcontractor knowingly violates
the statute, the subcontract must be terminated immediately. Any challenge
to termination under this provision must be filed in the Circuit Court no later
than twenty (20) calendar days after the date of termination. Termination
of this Contract under this Section is not a breach of contract and may not
be considered as such. If this contract is terminated for a violation of the
statute by the Contractor, the Contractor may not be awarded a public
contract for a period of one (1) year after the date of termination.
ARTICLE 26 — FEDERAL REQUIREMENTS
Notwithstanding anything to the contrary set forth herein, vendor shall comply with the all
applicable federally required standard provisions whether set forth hereinbelow, in 2 CFR
Part 200, or otherwise. Any reference made to CONSULTANT in this section shall also
apply to any subcontractor under the terms of this Agreement.
26.1 Equal Employment Opportunity. During the performance of this contract,
CONSULTANT agrees as follows:
A. CONSULTANT will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, sexual orientation,
gender identity, or national origin. CONSULTANT 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. CONSULTANT agrees to post in
conspicuous places, available to employees and applicants for
employment, notices to be provided by the contracting officer setting forth
the provisions of this nondiscrimination clause.
B. CONSULTANT will, in all solicitations or advertisements for employees
placed by or on behalf of CONSULTANT, state that all qualified applicants
will receive consideration for employment without regard to race, color,
religion, sex, sexual orientation, gender identity, or national origin.
C. CONSULTANT 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 CONSULTANT's legal
duty to furnish information.
D. CONSULTANT will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or
understanding, a notice to be provided by the agency contracting officer,
advising the labor union or workers' representative of CONSULTANT's
commitments under section 202 of Executive Order 11246 of September
24, 1965, and shall post copies of the notice in conspicuous places
available to employees and applicants for employment.
E. CONSULTANT 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.
F. CONSULTANT will furnish all information and reports required by
Executive Order 11246 of September 24, 1965, and by the rules,
regulations, and orders of the Secretary of Labor, or pursuant thereto, and
will permit access to his books, records, and accounts by the contracting
agency and the Secretary of Labor for purposes of investigation to
ascertain compliance with such rules, regulations, and orders.
G. In the event of CONSULTANT's non-compliance with the nondiscrimination
clauses of this contract or with any of such rules, regulations, or orders, this
Agreement may be canceled, terminated, or suspended in whole or in part
and CONSULTANT may be declared ineligible for further Government
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.
H. CONSULTANT will include the provisions of paragraphs (A) through (H) 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.
CONSULTANT will take such action with respect to any subcontract or
purchase order as may be directed by the Secretary of Labor as a means
of enforcing such provisions including sanctions for noncompliance:
Provided, however, that in the event CONSULTANT becomes involved in,
or is threatened with, litigation with a subcontractor or vendor as a result of
such direction, CONSULTANT may request the United States to enter into
such litigation to protect the interests of the United States.
The CITY 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 CITY 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 CITY further 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 CITY further 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 who 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 CITY 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 CITY under the program with respect to which the
failure or refund occurred until satisfactory assurance of future compliance
has been received from such CITY; refer the case to the Department of
Justice for appropriate legal proceedings.
26.2 Davis -Bacon Act. CONSULTANT shall comply with the Davis -Bacon Act (40 U.S.C.
276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part
5). In accordance with the statute, CONSULTANT must be required to pay wages to
laborers and mechanics at a rate not less than the prevailing wages specified in a
wage determination made by the Secretary of Labor. In addition, CONSULTANT
must be required to pay wages not less than once a week.
26.3 Copeland "Anti -Kickback" Act. CONSULTANT shall comply with the Copeland
"Anti -Kickback" Act, (40 U.S.C. 3145), as supplemented by Department of Labor
regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or
Public Work Financed in Whole or in Part by Loans or Grants from the United
States"). CONSULTANT must be prohibited from inducing, by any means, any
person employed in the construction, completion, or repair of public work, to give up
any part of the compensation to which he or she is otherwise entitled. CITY must
report all suspected or reported violations to the Federal awarding agency.
26.4 Contract Work Hours and Safety Standards Act (40 U.S.C. 3701- 3708). Where
applicable, pursuant to 40 U.S.C. 3702 and 3704, as supplemented by Department
of Labor regulations (29 CFR Part 5) CONSULTANT must be required to compute
the wages of every mechanic and laborer on the basis of a standard workweek of 40
hours. Work in excess of the standard workweek is permissible provided that the
worker is compensated at a rate of not less than one and a half times the basic rate
of pay for all hours worked in excess of 40 hours in the workweek. The requirements
of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or
mechanic must be required to work in surroundings or under working conditions
which are unsanitary, hazardous, or dangerous.
A. Overtime requirements. No contractor or subcontractor 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 workweek unless such laborer or mechanic
receives compensation at a rate not less than one and one-half times the
basic rate of pay for all hours worked in excess of forty hours in such
workweek.
B Violation; liability for unpaid wages; liquidated damages. In the event of
any violation of the clause set forth in paragraph (A) of this section the
CONSULTANT and any subcontractor responsible therefore 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 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 (A) of this
section, in the sum of $10 for each calendar day on which such individual was
required or permitted to work in excess of the standard workweek of forty
hours without payment of the overtime wages required by the clause set forth
in paragraph (A) of this section.
C. Withholding for unpaid wages and liquidated damages. CITY shall upon
its own action or upon written request of an authorized representative of the
Department of Labor withhold or cause to be withheld, from any moneys
payable on account of work performed by CONSULTANT 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 (26.4.2) of this
section.
D. Subcontracts. CONSULTANT or subcontractor shall insert in any
subcontracts the clauses set forth in paragraph (A) through (D) 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 (A) through (D) of this section.
26.5 CONSULTANT agrees to comply with all applicable standards, orders, or regulations
issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671 q) and the Federal Water
Pollution Control Act, as amended (33 U.S.C. 1251- 1387). CITY will report violations
to the Federal awarding agency and the Regional Office of the Environmental
Protection Agency (EPA).
A. Clean Air Act. CONSULTANT agrees to comply with all applicable
standards, orders, or regulations issued pursuant to the Clean Air Act, as
amended, 42 U.S.C. § 7401 et seq. CONSULTANT agrees to report each
violation to CITY and understands and agrees that the CITY will, in turn,
report each violation as required to assure notification to the State, Federal
Emergency Management Agency, and the appropriate Environmental
Protection Agency Regional Office. CONSULTANT agrees to include these
requirements in each subcontract exceeding $150,000 financed in whole or
in part with Federal assistance.
B. Federal Water Pollution Control Act. CONSULTANT 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.
CONSULTANT agrees to report each violation to the CITY and understands
and agrees that the CITY will, in tum, report each violation as required to
assure notification to the State, Federal Emergency Management Agency,
and the appropriate Environmental Protection Agency Regional Office.
CONSULTANT agrees to include these requirements in each subcontract
exceeding one hundred fifty thousand dollars ($150,000) financed in whole
or in part with Federal assistance.
26.6 Suspension and Debarment. This Agreement is a covered transaction for purposes
of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000, as such CONSULTANT is required to verify
that none of the CONSULTANT's agents, principals (defined at 2 C.F.R. § 180.995),
or 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).
A. CONSULTANT must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R.
pt. 3000, subpart C and must include a requirement to comply with these
regulations in any lower tier covered transaction it enters into. This
certification is a material representation of fact relied upon by CITY. If it is later
determined that CONSULTANT did not comply with 2 C.F.R. pt. 180, subpart
C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to State
and CITY, the Federal Government may pursue available remedies, including
but not limited to suspension and/or debarment.
B. The bidder or proposer agrees to comply with the requirements of 2 C.F.R.
pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid
and throughout the period of any contract that may arise from this offer. The
bidder or proposer further agrees to include a provision requiring such
compliance in its lower -tier covered transactions.
26.7 Byrd Anti -Lobbying Amendment, as amended (31 U.S.C. § 1352).
CONSULTANT shall file the required certification pursuant to 31 U.S.C. 1352. 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.
26.8 Compliance with State Energy Policy and Conservation Act. CONSULTANT
shall comply with all mandatory standards and policies relating to energy efficiency
contained in the State energy conservation plan issued in compliance with the Energy
Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871).
26.9 Procurement of Recovered Materials. The CITY and CONSULTANT must comply
with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource
Conservation and Recovery Act. The requirements of Section 6002 include procuring
only items designated in guidelines of the Environmental Protection Agency (EPA) at
40 CFR part 247 that contain the highest percentage of recovered materials
practicable, consistent with maintaining a satisfactory level of competition, where the
purchase price of the item exceeds $10,000 or the value of the quantity acquired
during the preceding fiscal year exceeded $10,000; procuring solid waste
management services in a manner that maximizes energy and resource recovery;
and establishing an affirmative procurement program for procurement of recovered
materials identified in the EPA guidelines.
26.10 Reporting. Pursuant to 44 CFR 13.36(1)(7), CONSULTANT shall comply with federal
requirements and regulations pertaining to reporting, including but not limited to those
set forth at 44 CFR 40 and 41, if applicable. Furthermore, both parties shall provide
the FEMA Administrator, U.S. DOT Administrator, the Comptroller General of the
United States, or any of their authorized representative access to any books,
documents, papers, and records of CONSULTANT which are directly pertinent to this
contract for the purpose of making audits, examinations, excerpts, and transcriptions.
Also, both Parties agree to provide FEMA Administrator or his authorized
representative access to construction or other work sites pertaining to the work being
completed under the Agreement.
26.11 Rights to Inventions. CONSULTANT agrees that if this Agreement results in any
copyrightable materials or inventions, the Federal Government reserves a royalty -
free, nonexclusive and irrevocable license to reproduce, publish, or otherwise use the
copyright of said materials or inventions for Federal Government purposes.
26.12 No Obligation by the Federal Government. The federal government is not a party
to this contract and is not subject to any obligations or liabilities to the non-federal
entity, contractor, or any other party pertaining to any matter resulting from the
contract.
26.13 Department of Homeland Security (DHS) Seal, Logo, and Flags. CONSULTANT
shall not use DHS(s), logos, crests, or reproductions of flags or likenesses of DHS
agency officials without specific federal pre -approval.
26.14 Compliance with Federal Law, Regulations, and Executive Orders. This is an
acknowledgment that federal financial assistance will be used to fund the Agreement
only. CONSULTANT will comply with all applicable federal laws, regulations,
executive orders, policies, procedures, and directives.
26.15 Fraudulent Statements. CONSULTANT acknowledges that 31 U.S.C. Chap. 38
applies to CONSULTANT's actions pertaining to this Agreement.
26.16 Prohibition on Contracting for Covered Telecommunications Equipment or
Services. 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.
A. Prohibitions.
Section 889(b) of the John S. McCain National Defense Authorization
Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C. F.R. § 200.216
prohibit the head of an executive agency on or after Aug. 13, 2020,
from obligating or expending grant, cooperative agreement, loan, or
loan guarantee funds on certain telecommunications products or from
certain entities for national security reasons.
ii. Unless an exception in paragraph (B) of this clause applies, the
CONSULTANT and its subcontractors may not use grant, cooperative
agreement, loan, or loan guarantee funds from the Federal
Emergency Management Agency to:
a. Procure or obtain any equipment, system, or service that uses
covered telecommunications equipment or services as a substantial
or essential component of any system, or as critical technology of any
system;
b. Enter into, extend, or renew a contract to procure or obtain any
equipment, system, or service that uses covered telecommunications
equipment or services as a substantial or essential component of any
system, or as critical technology of any system;
c. Enter into, extend, or renew contracts with entities that use covered
telecommunications equipment or services as a substantial or
essential component of any system, or as critical technology as part
of any system; or
d. Provide, as part of its performance of this contract, subcontract, or
other contractual instrument, any equipment, system, or service that
uses covered telecommunications equipment or services as a
substantial or essential component of any system, or as critical
technology as part of any system.
B Exceptions.
This clause does not prohibit CONSULTANT from providing: (a) A
service that connects to the facilities of a third -party, such as
backhaul, roaming, or interconnection arrangements; or (b)
Telecommunications equipment that cannot route or redirect user
data traffic or permit visibility into any user data or packets that such
equipment transmits or otherwise handles.
ii. By necessary implication and regulation, the prohibitions also do not
apply to (a) Covered telecommunications equipment or services that
i. Are not used as a substantial or essential component of any system;
and ii. Are not used as critical technology of any system. (b) Other
telecommunications equipment or services that are not considered
covered telecommunications equipment or services.
C. Reporting requirement.
In the event CONSULTANT identifies covered telecommunications
equipment or services used as a substantial or essential component
of any system, or as critical technology as part of any system, during
contract performance, or the contractor is notified of such by a
subcontractor at any tier or by any other source, the contractor shall
report the information in paragraph (ii) of this clause to the recipient
or sub -recipient unless elsewhere in this contract are established
procedures for reporting the information.
The CONSULTANT shall report the following information pursuant to
this section: (i) Within one business day from the date of such
identification or notification: The contract number; the order
number(s), if applicable; supplier name; supplier unique entity
identifier (if known); supplier Commercial and Government Entity
(CAGE) code (if known); brand; model number (original equipment
manufacturer number, manufacturer part number, or wholesaler
number); item description; and any readily available information about
mitigation actions undertaken or recommended. (ii) Within ten (10)
business days of submitting the information required by this Section:
Any further available information about mitigation actions undertaken
or recommended. In addition, the contractor shall describe the efforts
it undertook to prevent use or submission of covered
telecommunications equipment or services, and any additional efforts
that will be incorporated to prevent future use or submission of
covered telecommunications equipment or services. The
CONSULTANT shall insert the substance of this clause, including this
in all subcontracts and other contractual instruments.
26.17 Domestic Preference for Procurements. As appropriate, and to the extent
consistent with law, the CONSULTANT should, to the greatest extent practicable,
provide a preference for the purchase, acquisition, or use of goods, products, or
materials produced in the United States. This includes, but is not limited to iron,
aluminum, steel, cement, and other manufactured products. For purposes of this
clause: Produced in the United States means, for iron and steel products, that all
manufacturing processes, from the initial melting stage through the application of
coatings, occurred in the United States. Manufactured products mean items and
construction materials composed in whole or in part of non-ferrous metals such as
aluminum; plastics and polymer -based products such as polyvinyl chloride pipe;
aggregates such as concrete; glass, including optical fiber; and lumber.
26.18 Affirmative Socioeconomic Steps. If subcontracts are to be let, CONSULTANT is
required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to
ensure that small and minority businesses, women's business enterprises, and labor
surplus area firms are used when possible.
26.19 License and Delivery of Works Subject to Copyright and Data Rights. If
applicable, the CONSULTANT grants to CITY, a paid-up, royalty -free, nonexclusive,
irrevocable, worldwide license in data first produced in the performance of this
contract to reproduce, publish, or otherwise use, including prepare derivative works,
distribute copies to the public, and perform publicly and display publicly such data.
For data required by the contract but not first produced in the performance of this
contract, CONSULTANT will identify such data and grant to the CITY or acquires on
its behalf a license of the same scope as for data first produced in the performance
of this contract. Data, as used herein, shall include any work subject to copyright
under 17 U.S.C. § 102, for example, any written reports or literary works, software
and/or source code, music, choreography, pictures or images, graphics, sculptures,
videos, motion pictures or other audiovisual works, sound and/or video recordings,
and architectural works. Upon or before the completion of this contract,
CONSULTANT will deliver to the CONSULTANT data first produced in the
performance of this contract and data required by the contract but not first produced
in the performance of this contract in formats acceptable by CONSULTANT.
THE REMAINDER OF THE PAGE IS INTENTIONALLY LEFT BLANK.
This Agreement will take effect once signed by both parties. This Agreement may be
signed by the parties in counterparts which together shall constitute one and the same
agreement among the parties. A facsimile signature shall constitute an original signature for all
purposes.
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals on the day
and year set forth below their respective signatures.
`day this I q - day 2022.
CITY OF BOYNTON BEACH
Lod LaVerriere, City Manager
Attested/Authenticated:
C//stat Gibson, City Clerk
PLANIT GEO, LLC
��W7r-
(Signature),
Company
Ian Hanou
Print Name of Authorized Official
CEO
Title
(Corporate Seal)
Attest/Authenticat
V�es's
0
Print Name
E•
N•TARY PUBLIC
STATE OF COLO DO
NOTARYID20214 4100
uy paingleelt,
•