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4. Deliverables. <br />The Grantee agrees to render the services or other units of deliverables as set forth in Attachment 3, Grant Work Plan. <br />The services or other units of deliverables shall be delivered in accordance with the schedule and at the pricing outlined <br />in the Grant Work Plan. Deliverables may be comprised of activities that must be completed prior to Department <br />making payment on that deliverable. The Grantee agrees to perform in accordance with the terms and conditions set <br />forth in this Agreement and all attachments and exhibits incorporated by the Standard Grant Agreement. <br />5. Performance Measures. <br />The Grantee warrants that: (1) the services will be performed by qualified personnel; (2) the services will be of the <br />kind and quality described in the Grant Work Plan; (3) the services will be performed in a professional and <br />workmanlike manner in accordance with industry standards and practices; (4) the services shall not and do not <br />knowingly infringe upon the intellectual property rights, or any other proprietary rights, of any third party; and (5) its <br />employees, subcontractors, and/or subgrantees shall comply with any security and safety requirements and processes, <br />if provided by Department, for work done at the Project Location(s). The Department reserves the right to investigate <br />or inspect at any time to determine whether the services or qualifications offered by Grantee meet the Agreement <br />requirements. Notwithstanding any provisions herein to the contrary, written acceptance of a particular deliverable <br />does not foreclose Department's remedies in the event deficiencies in the deliverable cannot be readily measured at <br />the time of delivery. <br />6. Acceptance of Deliverables. <br />a. Acceptance Process. All deliverables must be received and accepted in writing by Department's Grant Manager <br />before payment. The Grantee shall work diligently to correct all deficiencies in the deliverable that remain <br />outstanding, within a reasonable time at Grantee's expense. If Department's Grant Manager does not accept the <br />deliverables within 30 days of receipt, they will be deemed rejected. <br />b. Reiection of Deliverables. The Department reserves the right to reject deliverables, as outlined in the Grant <br />Work Plan, as incomplete, inadequate, or unacceptable due, in whole or in part, to Grantee's lack of satisfactory <br />performance under the terms of this Agreement. The Grantee's efforts to correct the rejected deliverables will <br />be at Grantee's sole expense. Failure to fulfill the applicable technical requirements or complete all tasks or <br />activities in accordance with the Grant Work Plan will result in rejection of the deliverable and the associated <br />invoice. Payment for the rejected deliverable will not be issued unless the rejected deliverable is made <br />acceptable to Department in accordance with the Agreement requirements. The Department, at its option, may <br />allow additional time within which Grantee may remedy the objections noted by Department. The Grantee's <br />failure to make adequate or acceptable deliverables after a reasonable opportunity to do so shall constitute an <br />event of default. <br />7. Financial Consequences for Nonperformance. <br />a. Withholding Payment. In addition to the specific consequences explained in the Grant Work Plan and/or <br />Special Terms and Conditions, the State of Florida (State) reserves the right to withhold payment when the <br />Grantee has failed to perform/comply with provisions of this Agreement. None of the financial consequences <br />for nonperformance in this Agreement as more fully described in the Grant Work Plan shall be considered <br />penalties. <br />b. Invoice reduction <br />If Grantee does not meet a deadline for any deliverable, the Department will reduce the invoice by 1% for each <br />day the deadline is missed, unless an extension is approved in writing by the Department. <br />c. Corrective Action Plan. If Grantee fails to correct all the deficiencies in a rejected deliverable within the specified <br />timeframe, Department may, in its sole discretion, request that a proposed Corrective Action Plan (CAP) be <br />submitted by Grantee to Department. The Department requests that Grantee specify the outstanding deficiencies <br />in the CAP. All CAPS must be able to be implemented and performed in no more than sixty (60) calendar days. <br />L The Grantee shall submit a CAP within ten (10) days of the date of the written request from <br />Department. The CAP shall be sent to the Department's Grant Manager for review and approval. <br />Within ten (10) days of receipt of a CAP, Department shall notify Grantee in writing whether the <br />CAP proposed has been accepted. If the CAP is not accepted, Grantee shall have ten (10) days from <br />receipt of Department letter rejecting the proposal to submit a revised proposed CAP. Failure to <br />obtain Department approval of a CAP as specified above may result in Department's termination of <br />this Agreement for cause as authorized in this Agreement. <br />ii. Upon Department's notice of acceptance of a proposed CAP, Grantee shall have ten (10) days to <br />commence implementation of the accepted plan. Acceptance of the proposed CAP by Department <br />does not relieve Grantee of any of its obligations under the Agreement. In the event the CAP fails <br />to correct or eliminate performance deficiencies by Grantee, Department shall retain the right to <br />Attachment 1 <br />2of12 <br />Rev. 11/14/2022 <br />