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HomeMy WebLinkAbout2014-051A C $ a GO INDIAN RIVER COUNTY as ly • OSI A Professional Architectural and Engineering Services for Indian River County Archie Smith Fish House Restoration SERVICES CONSULTANT AGREEMENT THIS AGREEMENT , entered into this day of Ap r i ] 2014 between INDIAN RIVER COUNTY , a Political subdivision of the State of Florida , 1801 27th Street, Vero Beach , FL 32960 , hereinafter referred to as the COUNTY , and Atelier Architecture Engineering Construction Incorporated, 2709 S . MacDill Avenue , Tampa , FL 33629 , hereinafter referred to as the CONSULTANT . WITNESSETH The COUNTY and the CONSULTANT , in consideration of their mutual covenants , herein agree with respect to the performance of professional architecture ; structural engineering ; construction budgeting , contract documents , and related services by the CONSULTANT ; and the payment for those services by the COUNTY , as set forth below . This Agreement shall be referred to as the " CONSULTANT AGREEMENT " . The CONSULTANT shall provide professional consultant services including : 1 . Planning , design and permitting for restoration of the historic Archie Smith Fish House at 1740 N . Indian River Drive in Sebastian , Florida, including restoration of an accessory boat dock and I cehouse , in accordance with conditions , timeframes and specifications set forth in Historic Preservation Grant Award Agreement S 1429 attached hereto as Exhibit A . SECTION Il - GENERAL RESPONSIBILITIES ( 1 ) Planning and design services required by the Agreement shall be performed by qualified registered Florida architects , engineers and other design professionals . The contractual obligations of such professional persons or entities are undertaken and performed in the interest of the COUNTY . (2 ) The agreements between the CONSULTANT and the persons or entities identified in this Agreement, and any subsequent modifications , shall be in writing . These agreements , including financial arrangements with respect to this Project, shall be promptly and fully disclosed to the COUNTY upon request (3 ) If the CONSULTANT believes or is advised by other professionals retained to provide services on the Project that implementation of any instruction received from the COUNTY would cause a violation of any applicable law, the CONSULTANT shall notify the COUNTY in writing . The CONSULTANT shall not be obligated to perform any act which he believes will violate any applicable law . SECTION III - COUNTY OBLIGATIONS The COUNTY agrees to provide the following material , data, or services as required in connection with the work to be performed under this Agreement : Page 1 of 7 M:\Bids\2013-2014 FY (2014000)\2014020 Architectural Services for Archie Smith Fish House Restoration\Agreement with ALTIER.doc County will provide and pay for : • Hard copies of all record , existing conditions , as built drawings , in their possession • Permit drawings from local permitting agencies • Boundary (topographic) surveys when required • CD of scanned drawings • Access to the project site SECTION IV - COMPLETION The consultant shall provide a written evaluation and recommendation statement of findings for consideration by the Board of County Commissioners . If it is the decision of the Board to proceed with subsequent phases of work, a separate scope of work will be developed and the fee shall be negotiated in good faith between both parties . Subsequent phases shall be approved and agreed through the issuance of a work order for the work and a separate notice to proceed . SECTION V - TIME FOR COMPLETION Time is of the essence the Consultant shall make all efforts to complete the work described as quickly as is possible . Commencement dates shall be established in a " Notice to Proceed " from the COUNTY . SECTION VI — COMPENSATION ( 1 ) Compensation : The COUNTY agrees to pay and the CONSULTANT agrees to accept for services rendered pursuant to this Agreement, fees in accordance with the following : ( a) Design = Fee for planning, design and permitting for restoration of the historic Archie Smith Fish House at 1740 N . Indian River Drive in Sebastian , Florida , including restoration of an accessory boat dock and icehouse , in accordance with conditions, timeframes and specifications set forth in Historic Preservation Grant Award Agreement S1429 attached hereto as Exhibit A , and will be invoiced monthly . Fee for this portion of the work shall not exceed $ 999000 . 00 without written authorization of the County . The fee schedule shall remain in effect for the duration of the project. (b) Reimbursable Expenses : Reimbursable expenses , including prints, copies, mail , Fed - Ex, application fees , etc . shall be paid by the CONSULTANT, and then reimbursed by the COUNTY with a 1 . 15 mark- up ; or paid directly by the COUNTY . ( 2 ) Payment Schedule (a) The COUNTY shall make monthly partial payments to the CONSULTANT . Payments shall be in proportion to .the percentage of work completed for each Phase of work provided , and payments Page 2 of 7 H :\2014 PROJECTS ( 14")\1406\Admin\A5FH restor design ATELIER draft contract.doc shall also include all reimbursable costs for the billing period . Retainage may be withheld in accordance with " Section IX —Partial Payments" . (b) The value of each Phase of the CONSULTANTS work and product deliverables shall be in accordance with the phases outlined in Section VI compensation listed above . (c) The payments shall be due in accordance with F . S . 218 , Local Government Prompt Payment Act . (3 ) Additional Services Fee : The COUNTY agrees to pay for additional services, approved by the COUNTY in writing, that are outside or beyond the scope of . services identified above in accordance with the approved hourly rate schedule ( " Exhibit B " ) . See " Section VII — Additional Work" and " Section VIII Extra Work" . SECTION VII - ADDITIONAL WORK ( 1 ) Compensation for Additional Work shall be at a price to be negotiated between the CONSULTANT and the COUNTY , based on the CONSULTANT ' S approved hourly rate schedule ( shown in " Exhibit 13 " of attached proposal ) . SECTION VIII - EXTRA WORK ( 1 ) In the event extra work is necessary by the CONSULTANT due to a change in scope of the project, and upon the issuance of an amendment to this Agreement for said Extra Work by the COUNTY , said Extra Work may commence upon receipt of a separate Notice to Proceed . (2 ) Compensation for Extra Work shall be at a price to be negotiated in good faith between the CONSULTANT and the COUNTY . SECTION IX - PARTIAL PAYMENTS ( 1 ) The COUNTY shall make monthly partial payments to the CONSULTANT . ( 2 ) The CONSULTANT shall submit duly certified invoices to the COUNTY ' S Project Manager . (3 ) Due to the relative short time expected to complete the review, evaluation and report phase of this project no retention shall be held on progress payments . SECTION X — RIGHT OF DECISIONS ( 1 ) All services shall be performed by the CONSULTANT to the satisfaction of the COUNTY ' S Project Manager, who shall decide all questions , difficulties , and disputes of whatever nature which may arise under or by reason of this Agreement and according to the prosecution and fulfillment of the service hereunder, and the character, quality, amount and value thereof, and the Project Manager ' s decision upon all claims questions and disputes shall be final conclusive and binding upon the parties hereto unless such determination is clearly arbitrary or unreasonable . ( 2 ) Adjustments of compensation and time because of any major changes in the work that might become necessary or be deemed desirable as the work progresses shall be reviewed by the COUNTY ' S Project Manager . In the event that the CONSULTANT does not concur in the judgment of the COUNTY ' S Project Manager as to any decisions made by him , he shall present his written objections to the County Administrator; and the COUNTY ' S Project Manager and the Page 3 of 7 H :\2014 PROJECTS ( 14ttu)\1406\Admin\ASFH rector design ATELIER draft contract.doc CONSULTANT shall abide by the decision of the County Administrator of Indian River County, unless the decision is clearly arbitrary or unreasonable . The CONSULTANT may appeal the decision to the Board of County Commissioners . SECTION XI - OWNERSHIP AND REUSE OF DOCUMENTS ( 1 ) Ownership All reports , tracings , plans , specifications , contract documents , and other data developed by the CONSULTANT for the purpose of this Agreement shall become the property of the COUNTY and shall be made available by the CONSULTANT at any time upon request of the COUNTY . When all work contemplated under this Agreement is complete , all of the above data shall be delivered to the Director of the Public Works. Department . (2 ) Reuse of Documents All documents , including but not limited to drawings and specifications, prepared by the CONSULTANT pursuant to this Agreement are related exclusively to the services described herein . They are not intended or represented to be suitable for reuse by the COUNTY or others on extensions of this project or on any other project . Any such utilization or adaptation will entitle the CONSULTANT to further compensation at rates to be agreed upon by the COUNTY and the CONSULTANT . The CONSULTANT shall not be held liable for any reuse of the documents and shall not be held liable for any modifications made to the documents by others . SECTION XII - NOTICES Any notices, reports or other written communications from the CONSULTANT to the COUNTY shall be considered delivered when posted by certified mail or delivered in person to the COUNTY ' S project manger . Any notices , reports or other communications from the COUNTY to the CONSULTANT shall be considered delivered when posted by certified mail to the CONSULTANT at the last address left on file with the COUNTY or delivered in person to said CONSULTANT or his authorized representative . Such in person deliveries shall be evidenced by signed receipts . SECTION XIII — TERMINATION The obligation to provide further services under this Agreement may be terminated by either party upon thirty (30) days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party or if the COUNTY determines it not in the public interest to continue this Agreement . In. the event of any terminations, the CONSULTANT will be paid for all services rendered to the date -of termination , all expenses subject to reimbursement hereunder, and other reasonable expenses incurred by the CONSULTANT as a result of such termination . The CONSULTANT will deliver to the COUNTY all work performed prior to termination of the Agreement . Page 4 of 7 H :\2014 PROJECTS ( 14")\1406\Admin\ASFH restor design ATELIER draft contract.doc SECTION XIV - AUDITS The COUNTY reserves the right to audit the records of the CONSULTANT related to this Agreement at any time during the execution of the work included herein and for a period of one year after final payment is made . SECTION XV - SUBLETTING The CONSULTANT shall not sublet, assign , or transfer any work under this Agreement without the written consent of the COUNTY . When applicable and upon receipt of such consent in writing, the CONSULTANT shall cause the names of the architectural firm or engineering firms , responsible for the major portions of each separate specialty of the work to be inserted on reports or other data . SECTION XVI - WARRANTY The CONSULTANT warrants that he has not employed or retained any company or person other than bona fide employees 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 bona fide employee working solely for the DESIGNER any fee , commission , percentage fee, gifts or any other considerations , contingent upon or resulting from the award or making of this Agreement . For breach violation of this warranty, the COUNTY shall have the right to annul this Agreement without liability . SECTION XVII - DURATION OF AGREEMENT This Agreement shall remain in full force and effect for a period of two (2 ) years after the date of execution thereof or until completion of all project phases as specified by the COUNTY ' S Project Manager, whichever occurs later, or unless otherwise terminated pursuant to Section XIII of this Agreement . SECTION XVIII - INSURANCE AND INDEMNIFICATION During the performance of the work covered by this Agreement, the CONSULTANT shall provide the COUNTY with evidence that the CONSULTANT has obtained and maintains the insurance listed in the Agreement . ( 1 ) CONSULTANT shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, his agents, representatives, employees or sub-consultants . The cost of such insurance shall be included in the CONSULTANT' s Basic Compensation . Architects and Engineers under subcontract with the CONSULTANT shall have their own Professional Liability Insurance . ( 2 ) Minimum Scope of Insurance Page 5 of 7 H :\2014 PROJECTS ( 14xx)\1406\Admin\ASEH restor design ATELIER draft contract.doc (a) Worker' s Compensation as required by the State of Florida . Employers Liability of $ 100 , 000 each accident, $ 500 , 000 disease policy limit, and $ 100 , 000 disease each employee . (b) General Liability $ 1 , 000 , 000 combined single limit per accident for bodily injury and property damage . COUNTY shall be an additional insured . Auto Liability $ 1 , 000 , 000 combined single limit per accident for bodily injury and property damage for owned and non-owned vehicles . COUNTY shall be an additional insured . (c) Auto Liability $ 1 , 000 , 000 combined single limit per accident for bodily injury and property damage for owned and non -owned vehicles . COUNTY shall be an additional insured . (d) Professional Liability Insurance providing coverage for negligent, reckless or intentional acts, errors, or omissions committed or alleged to have been committed by CONSULTANT with a limit of $ 500 , 000 per claim/annual aggregate . There shall be no more than $ 15 , 000 deductible per claim amount unless the CONSULTANT provides a Certified Copy of a financial report which has been approved by the County Risk Manager . This insurance shall extend coverage to loss of interest, earning, profit, use and business interruption , cost of replacement power, and other special , indirect and consequential damages . (3 ) Any deductibles or self insured retentions greater than $ 15 , 000 must be approved by the Risk Manager for Indian River County with the ultimate responsibility for same going to the CONSULTANT . (4 ) CONSULTANT' S insurance coverage shall be primary . ( 5 ) All above insurance policies shall be placed with insurers with a Best's rating of no less than A- V11 . The insurer chosen shall also be licensed to do business in Florida . ( 6y The insurance policies procured shall be " Claims Made " policies or as generally available on the open insurance market . ( 7 ) The Insurance Carriers shall supply Certificates of Insurance evidencing such coverage to the Indian River County Risk Management Department prior to the execution of this Agreement . ( 8 ) The insurance companies selected shall send written verification to the Indian River County Risk Management Department that they will provide 30 days written notice to the Indian River County Department of Risk Management of its intent to cancel or tenninate said policies of insurance . (9 ) CONSULTANT shall include all sub-consultants as insured under its policies or shall furnish separate certificates and endorsements for each sub- consultant . All coverages for sub-consultants shall be subject to all of the requirements stated herein . ( 10 ) CONSULTANT hereby agrees to indemnify Indian River County and Representatives thereof from all claims arising solely from negligent, reckless or intentional acts , errors or omissions of the CONSULTANT or CONSULTANT' S REPRESENTATNES in the perfonnance of Professional Services under this Agreement and for which CONSULTANT is legally liable . Page 6 of 7 H :\2014 PROJECTS ( 14,x)\1406\Adnnin\ASFH restor design ATELIER draft contract.doc SECTION XIX - ENTIRETY OF AGREEMENT A . This writing embodies the entire Agreement and understanding between the parties hereto , and there are no other agreements and understandings , oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby . B . No alteration , change , or modification of the terms of this Agreement shall be valid unless made in writing and signed by both parties hereto . C . This Agreement, regardless ' of where executed , shall be governed by and construed in accordance with the laws of the State of Florida . IN WITNESS WHEREOF the parties hereto have executed these presents this 15 day of Apri 1 2014 . OWNER. BOARD OF COUNTY COMMSIONERS CONSULTANT COMPANY NAME . INDIAN RIVER COUNTY, FLORIDA �.g.s" „4*6 Atelier Architecture Engineering Construction its lss '• t •�yGO , . . . . . . /O• yF,Incorporated ��!��� / (/� � . •OJ2 r •. 9�;is U Peter D . O ' Bryan, Chairman ; * s i V/4an Salaga, AIA Approved by BCC : 6MIL IS _ Zbl 0 f. ATTEST : •°� `;y•• • �N�yitnessed ER It Jeffrey R. S Court t ler" •B . Deputy erk J. q L � kK� Se .� Printed Name r v as to F rm a fficiency : LIlanReingol , County Attorney Ap roved : J eph A . aird , County Administrat r ;e7of7 M:\Bids\2013-2014 FY (2014000)\2014020 Architectural Services for Archie Smith Fish House Restoration\Agreement with ALTIER.doc EXHIBIT A Archie Smith Fish House Restoration Historic Preservation Grant Award Agreement S1429 _ Zp _ Page 1 of 23 Historic Preservation Grant Award Agreement Development Projects (Matching) Reimbursement S1429 This AGREEMENT is between the State of Florida, Department of State, Division of Historical Resources, hereinafter referred to as the Department, and the Indian River County., hereinafter referred to as the Grantee, relative to the Archie Smith Fish House Restoration, hereinafter referred to as the Project. The Department is responsible for the administration of grants4n-aid assistance for historic preservation purposes under the provisions of Section 267. 0617, Florida Statutes, The Grantee has applied for grant4n-aid assistance for the Project The application, incorporated by reference, has been reviewed and approved in accordance with Chapter IA-39 Florida Administrative Code, which regulates Historic Preservation Grants-in-Aid. Pursuant to Line Item Number 3116, contained in the 2013 — 2014 General Appropriations Act, SX 1500, Laws of Florida, the Department enters into this Agreement with the Grantee under grant number S1429, for the purposes as described in Section I. Subject to the limitations set forth in this Agreement, grant-in-aid funds in the amount of $49,500 (forty. nine thousand, five hundred dollars) have been reserved for the Project by the Department The Department and the Grantee agree as follows : 1. The Project shall include the following Approved Scope of Work: Work will be for the development of detailed restoration plans and construction drawings for the Archie Smith Fish House. A historic preservation architect and engineer shall be hired for the following services: A. Conduct facilities analysis and structural evaluation B . Research and document history of structure C. Develop as-built drawings D. Develop detailed restoration plans E. Develop detailed construction drawings and bid specifications F. Prepare permit applications and obtain necessary approvals G . All contracted services shall be procured from a qualified contractor and all proposals and contracts for consultant services shall be submitted by the Grantee to the Division for review and approval, prior to the execution of the contract H. Progress and Expenditure Reports will be submitted to the Division ; the Final Progress and Expenditure Report is . due no later than July 31 , 2014 . lI. Approved Project Budget, A In carrying out individual work items within the Approved Scope of Work, expenditures of grant fimds and contributions of match resources shall be consistent with the following Approved Project Budget: . Item Work Item Description Grant Match Match Total Work Amount Amount Type Item Cost 1 Structural Assessment $ 129500 $ 12,500 Cash $25,000 2 Mechanical Engineering $39500 $33500 Cash $ 72000 3 Architectural Restoration Plans $22,500 $229500 Cash $459000 4 Permit Applications and Bid $ 119000 $ 11 ,000 Cash $22,000 Total $49,500 $49,500 $99,000 DOS Form No. HR3E1208GAASM Reference: Rule 1A-39. 009(1) (6), FAC Page 2 of 23 B . Should grant expenditures exceed the budgeted grant amount for any work item by more than 20%, the Grantee shall be required to submit a proposal for revision of the Approved Project Budget with a written explanation for the reason(s) for deviation(s) from the original Approved Project Budget to the Department for review and written approval. III. The Grantee agrees to administer the Project in accordance with the GENERAL AND SPECIAL CONDITIONS GOVERNING SMALL MATCHING GRANTS AND THE ADMINISTRATIVE INSTRUCTIONS FOR HISTORIC PRESERVATION PROJECT ACCOUNTABILITY as outlined in Section IV and V; Chapter IA49, Florida Administrative Code; and the following specific conditions: A. This grant becomes effective on July 1 , 2013 and ends on June 30, 2014 . This agreement must be signed by the grantee and received in Department offices by November 15, 2013 , to avoid forfeiture of award. Project initiation (encumbrance of funds), as evidenced by grantee execution of a binding contract for all or part of the Approved Scope of Work in Section I above, shall occur by December 31 , 2013 , except as allowed in C . and D. below. All grant funds and match shall be expended and all project work shall be completed by June 30, 2014, except as allowed in E. below. B . The Grantee agrees to submit the Final Products and the "Final Project Progress & Expenditure Report" incorporated herein by reference and available online at wwwflheritaee.com/arants, as specified in Section VI, Subparagraph B .2 . , by July 31 , 2014. No costs incurred prior to July 1 , 2013 are eligible for payment from grant funds. No costs incurred after June 30, 2014 are eligible for payment, except as allowed in E. below. C. Encumbrance Deadline Extension: A one-time thirty (30) day extension of the encumbrance deadline may be granted by the Department if requested in writing by the Grantee. To be eligible for this extension, the Grantee must demonstrate to the satisfaction of the Department that encumbrance of grant funding and the required match by binding contract(s) is achievable by January 31 , 2014. The Grantee's written request for extension of the encumbrance deadline must be submitted to the Department no later than November 30, 2013 . No further extension of the encumbrance period shall be granted. Small Matching Grant projects for which full encumbrance of grant funding is not accomplished by the extended encumbrance end date will be terminated by the Department and all grant fiords not expended by the Grantee in accordance with the provisions of the Historic Preservation Grant Award Agreement by the extended encumbrance period end date will be reallocated in accordance with Subsection 1A- 39. 008(16), Florida Administrative Code, D . Encumbrance Deadline Exception: For projects not invoiving contract services (e.g. , archaeological or other research projects conducted by universities, projects conducted by staff within State Parks, or small development projects involving repairs undertaken by volunteers), the grantee and the Department shall consult on a case-by-case basis to develop an acceptable encumbrance schedule. E. Grant Period Extension: A one-time thirty (30) day extension of the Grant Period may be granted by the Department if requested in writing by the Grantee . To be eligible for this extension, the Grantee must demonstrate to the satisfaction of the Department that project work is progressing at a rate that completion is achievable within the extended grant period. The Grantee's written request for extension must be submitted to the Department no later than thirty (30) days prior to the termination date of this Historic Preservation Grant Award Agreement. No further extension of the grant period shall be granted . F. . The Department shall not assume any liability for the acts, omissions to act or negligence of the Grantee, its agents, servants or employees; nor shall the Grantee exclude liability for its own acts, omissions to act or negligence to the Department. The Grantee hereby agrees to be responsible for any injury or property damage resulting from any activities conducted by the Grantee, its agents, servants or employees . G. The Grantee, other than a grantee which is the State or agency or subdivision of the State, agrees to indemnify and bold the Department harmless from and against any and all claims or demands for damages, including attorney fees and court costs, resulting from personal injury, including death or damage to property, arising out of any activities performed under this Agreement, omissions to act or DOS Form No. HPUE I208GAASM Reference : Rule IA-39. 009(1)(b), FAC Page 3 of 23 negligence of the Grantee, its agents, servants, or employees and shall investigate all claims at its own expense. H. The Grantee shall designate a Project Manager to serve as liaison with the. Department for all administrative requirements set forth in this Agreement. The designated Project Manager for the Project is : Name: Roland M . DeBlois , AICD Title : IRC Chief of Environmental Planning Mailing Address: 1801 27th Street , Admin . Bld . A City: Vero Beach , FL zip Code : 32960 Daytime Telephone: 772 - 226 - 1258 FAX : 772 - 978 - 1806 E-mail : rdebloiseircgov . com I. The Project Schedule shall include but not be limited to the estimated milestone dates of the following date of architect selection, date of execution for architectural and engineering services agreement, date of completion of construction documents, bid date, contractor selection date, date of notice to proceed for construction, and date of substantial completion. It shall be the responsibility of the Grantee to provide Department grants staff with timely update of the Project Schedule if adjustment becomes necessary. Changes to the Project Schedule will require review and approval by the Department. Payment may be requested upon completion of activities as outlined in the Project Schedule and in accordance with approved project budget as outlined in H. A. 1 . Project Schedule; Deliverables and Timeline: First Payment July 1 , 2013. to October 30, 2013 a. Grantee will sign and execute the Grant Award Agreement b. Grantee will draft and finalize Requests for Proposals and select a project architect and engineer Second Payment November 1 , 2013 to January 31 , 2014 a. Grantee will execute all contracts pending prior approval from DHR b. Grantee will send a news release to local print and electronic media identifying the project's specifics as required in IV.A. I below c. Consultant will conduct a facility analysis and structural evaluation, and research and document the history of the structures. The Consultant will provide an analysis and history report to the County, to be review and submitted for approval from DHR Third Payment February 1 , 2014 to March 31 , 2014 a. Consultant will develop detailed construction drawings and bid specifications, to be submitted to DHR for review and approval Fourth Payment _ April 1 , 2013 to June 30, 2014 a. Consultant will obtain permit approvals for restoration b. Grantee will submit a press release to local print and electronic media upon completion of the project 2. Any proposed modification to the Project Schedule requires review and approval by the Department, J . The Grantee shall be solely responsible for all work performed and ' all expenses incurred in connection with the Project. The Grantee may subcontract as necessary to perform the services set forth in this Agreement, including entering into subcontracts with vendors for services and commodities, provided that such subcontract has been approved in writing by the Department prior to its execution, as specified in Section V, Subparagraph A. 3 ; and provided that it is understood by the Grantee that the Department shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and DOS Form No. HR3E1208GAASM Reference : Rule 1A-39. 009(1) (6), FAC Page 4 of 23 that the Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. K. The Grantee shall submit architectural planning documents to the Department for review and approval on the schedule indicated in Subsection VI.C. Construction documents (plans and specifications) for the project shall be approved in writing by the Department prior to the execution of any contract for construction work. L. Projects involving ground disturbance (examples include: historic building or structure relocation, grading and site work, installation of sewer and water lines, subgrade foundation repairs or damp proofing, construction requiring construction of new foundations, installation of landscape materials), the Grantee shall ensure that the following requirements are included in all contracts for architectural and engineering services: 1 . The architect or engineer. shall ensure the following : (a) Ground disturbance around historic buildings or elsewhere on the site shall be minimized, thus reducing the possibility of damage to or destruction of significant archaeological resources . (b) If an archaeological investigation of the Project site has not been completed, the architect or engineer shall contact the Department for assistance in determining the actions necessary to evaluate the potential for adverse effects of Project ground disturbing activities on significant archaeological resources. (c) Significant archaeological resources shall be protected and preserved in place whenever possible. Heavy machinery shall not be allowed in areas where significant archaeological resources may be disturbed or damaged. (d) When preservation of significant archaeological resources in place is not feasible, a mitigation plan shall be developed in consultation with and approved by the Department' s Compliance Review Section (contact information available online at www, flheritage.com). The mitigation plan shall be implemented under the direction of an archaeologist meeting the Secretary of the Interiors' Professional Qualification Standards for Archeology (available online at www. nps.gov/history/local-law/arch stnds2 ,htm) . (e) Documentation of archaeological investigation and required mitigation actions shall be submitted to the Compliance Review Section for review and approval. This documentation shall conform to the Secretary of the Interior 's Standards for Archaeological Documentation, available online at www. nps .aov/history/local4aw/arch studsssssss 7 htm and the reporting standards of the Compliance Review Section set forth in Chapter IA-46, Florida Administrative Code. 2 . With prior written approval from the Department, archaeological consulting services costs required to identify and evaluate archaeological resources in areas of ground disturbance, and required to carry out the provisions of an approved mitigation plan, will be eligible for grant expenditure or contribution to the required match. M. The Grantee agrees that al! acts to be performed by it in connection with this Agreement shall be performed in strict conformity with all applicable laws and regulations of the State of Florida. N. The Grantee shall coordinate consultation between its professional consultants and appropriate Department staff representatives as necessary to assure mutual understanding of and agreement on the objectives, requirements, and limitations of the Project in relation to the State Historic Preservation Program. O. Bills for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper pre-audit and post-audit thereof. The Grantee shall not charge the Department for any travel expense without the Department's prior written approval. Upon obtaining the Department's written approval, the Grantee shall be authorized to incur travel expenses for airfare, vehicle rental, mileage and DOS Form No, ME 1208GAASM Reference: Rule IA-39. 009(1) (6), FAC Page S of 23 lodging to be reimbursed in accordance with Section 112. 061, Florida Statutes. Per diem for meals is not an allowable grant expenditure or contribution to the required match. P . The Grantee recognizes that the State of Florida, pursuant to Section 212. 08(6), Florida Statutes, is not required to pay taxes on any goods or services that may be provided to it pursuant to this Agreement. Q . The Department's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. In the event that the state finds on which this Agreement is dependent are withdrawn, this Agreement is terminated and the Department has no further liability to the Grantee beyond that already incurred by the termination date. In the event of a state revenue shortfall, the total grant shall be reduced in proportion to the revenue shortfall. R. All project work must be in compliance with the Secretary of the Interior 's Standards available online at www. nlos.eov/history/Standards.htm. S . The Department shall not be liable to pay attorney fees, interest, late charges and service fees, or cost of collection related to the grant. T. The products of the Project must be the original work of the Grantee or its consultants. If the work of others is used as background information, it shall be appropriately credited to the originator. IV. General and Special Conditions Governing Grants All expenditures in connection with projects approved for assistance under the historic preservation grant program are subject to the provisions of Chapter 267, Florida Statutes; the National Historic Preservation Act of 1966, as amended; other applicable State and Federal laws, rules and regulations; the general conditions listed below, and special conditions attached to the Agreement. ApplicabWty These conditions are applicable to the Grantee and to any consultants, contractors, or employees to which grant4n- aid funds are paid (including but not limited to architects, engineers, archaeologists, historians, contractors, construction managers, suppliers, vendors, etc.). Failure by the Grantee to comply with the conditions of grant assistance will be considered to be noncompliance. A. General Conditions I . Grantee Publicity Requirements. In order to insure a wide public awareness of local preservation projects and historic preservation in general, the Grantee shall meet the following requirements regarding publicity of the project: a. At the outset of the project, a news release shall be sent by the Grantee to local print and electronic media identifying the project' s specifics inchrding the source(s) of grant funds, name of the project, nature of the project, and its benefits to the community. A copy of the news release(s) shall be submitted to the Department. b. Upon completion of the project, the Grantee shall issue another news release to local print and electronic media. C, There shalt be an effort on the part of the Grantee to encourage publication of one or more feature stories on the Grantee 's project by a newspaper, magazine or television program of at least local circulation. The Grantee shall provide the Department with a copy of any ensuing articles or a written statement identifying the date and network of any television broadcast(s). In the event that such efforts are unsuccessful, the Grantee shall provide the Department with copies of correspondence with newspapers, magazines or television stations indicating the Grantee has requested such a feature story, or written certification from the Grantee to the Department that such an effort was made . DOS Form No . ME 1208GAASM Reference: Rule IA -39. 009(1) (b), FAC Page 6 of 23 d. During the course of the project, the grantee is encouraged to inform elected officials, including state officials, mayors, and city and county commissions, by letter of the nature and benefits of the project. e. In the case of rehabilitation or restoration projects, the Grantee should also make an effort, where appropriate in the judgment of the Grantee, to publicize the project and the source of grant assistance (at any stage of the project) to the community through a dedication or other public ceremony of some nature. f. State Funded Projects : All news releases and promotional materials relating to State funded projects shall contain acknowledgment of grant assistance, substantially as follows (reference: Section 286.25, Florida Statutes) : This project [publication] has been financed in part with historic preservation grant assistance provided by the Bureau of Historic Preservation, Division of Historical Resources, Florida Department of State, assisted by the Florida Historical Commission. 2 . Amendments to the Historic Preservation Grant Award Agreement. All amendments to the Historic Preservation Grant Award Agreement for the project shall be in writing and fully executed by both parties. Amendments will be prepared by the Department, either at its own initiative or upon approval of the written request of the Grantee. 3 . Changes in Approved Scope of Work. The Grantee may not, without formal amendment of the Historic Preservation Grant Award Agreement, make changes in the scope of the project that would be inconsistent with the Approved Scope of Work as stipulated in Section I. of the Historic Preservation Grant Award Agreement or make any changes that might result in a deviation from the intent of the legislation that authorized the award of the grant. In the event of uncertainty, questions should be referred to the Department for final determination. 4. Project Supervision . The Grantee will assure that competent and adequate professional supervision and inspection are provided and ensure that the completed work conforms to the approved standards and specifications. 5 . Conflict of Interest. The Grantee shall comply with the laws of the State of Florida governing conflict of interest and standards of ethical conduct. In addition, no grantee official , employee, or consultant who is authorized in his or her official capacity to negotiate, make, accept, approve, or take part in decisions regarding a contract, subcontract, or other agreement in connection with a grant assisted project shall take part in any decision relating to such contract, subcontract or other agreement in which he or she has any financial or other interest, or in which his or her spouse, child, parent or partner, or any organization in which he or she is serving as an officer, director, trustee, partner, or employee of which he or she has or is negotiating any arrangement concerning employment has such interest. Grantees shall avoid circumstances presenting the appearance of such conflict. Furthermore, the spouse, child, parent, or partner of an officer, director, trustee, partner, or employee of the grantee shall not receive grant funds unless specifically authorized in writing by the Department prior to expenditure of said grant funds. 6. Dual Compensation . If a Grantee staff member or consultant is involved simultaneously in two or more projects supported by State or Federal funds, and compensation on either project is based upon percentage of time spent, he or she may not be compensated for more than 100 percent of his/her time during any part of the period of dual involvement. 7. Contingent Fees . No person, agency, or other organization may be employed or retained to solicit or secure a grant or contract upon an agreement or understanding for commission, percentage, brokerage, or contingent fee. For breach or violation of this prohibition, the Department shall have the right to annul the grant without liability or, at its discretion, to deduct from the grant or otherwise recover the full amount of such commission, percentage brokerage or contingent fee. or to seek such other remedies as may be legally available. 8 . Use of Individual Consultants . No project funds shall be used for the payment of fees to individual consultants without the written authorization of the Department. The procurement of individual consultant services must be justified and documented in accordance with the Administrative Instructions for Historic Preservation Project Accountability contained in Section V. In no case will consultant fees DOS Form No. HR3E 1208GAASM Reference : Rule M -39. 009(1) (b), FAC Page 7 of 23 over and above regular salary be paid to employees of the Grantee organization or of professional firms or organizations whose services have been properly procured by the Grantee for the project. The Grantee will not use any project funds to pay travel expenses of employees of the Florida Department of State or Federal government for lectures, attending program functions, or any other activities in connection with the project. 9 . Civil Rights Compliance. The Grantee will assure that the project is administered in conformance with the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, and the Age Discrimination Act of 1975, as amended. ,Title VI of the Civil Rights Act of 1964 states that no person will, on the grounds of race, color, religion, sex or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity receiving Federal financial assistance. Section 504 of the Rehabilitation Act of 1973 requires that no qualified disabled individual is solely, by reason of disability, excluded from participation in, denied the benefits of, or subjected to discrimination under any program or activity receiving Federal financial assistance, The Age Discrimination Act of 1975 prohibits discrimination on the basis of age under any program or activity receiving Federal financial assistance. Every grantee is required to submit a Civil Rights Assurance of Compliance Form. No grant awards may be made without a Civil Rights Assurance of Compliance Form on file. 10. Discrimination in Employment Prohibited. In all hiring or employment in connection with the project, each employer ( l ) will not discriminate against any employee or applicant for employment because of race, color, religion, sex, age, or national origin, and (2) will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to race, color, religion, sex, age, or national origin . In addition, no qualified person shall, on the basis of disability, be subject to discrimination in employment in the grant assisted project. These requirements apply to, but are not limited to, the following: employment, promotion, demotion or transfer; rates of pay or other forms of compensation ; and selection for training, including apprenticeship. The Grantee and its consultants or contractors will comply with all applicable statutes and Executive Orders on equal employment opportunity and grant awards will be governed by the provisions of all such statutes and Executive Orders, including enforcement provisions. 11 . Religious Institutions . If the project involves a place of worship or faith-based organization or property, the Grantee will assure that neither the execution of nor the public benefit resulting from the project require involvement or participation in religious services or activities. 12 . Political Activities . No expenditure of project funds may be made for the use of equipment or premises for political purposes, sponsoring or conduction of candidate 's mecting(s), engaging in voter registration or voter transportation activity, or other partisan political activities. 13 . Hatch Act. No officer or employee of the State whose principal employment is in connection with any activity which is financed in whole or in part with grant assistance shall take part in any of the political activity proscribed in the Hatch Political ActivityAct. 5 USC 1501 et. seq. , as amended, with its stated exceptions. 14. Lobbying Activity . No part of the project funds shall be used, either directly or indirectly, to pay for any personal service, advertisement, telegram, telephone, letter, printed or written matter, or other device, intended or designed to influence in any manner a Member of Congress or the State Legislature, to favor or oppose, by vote or otherwise, any legislation or appropriation by Congress or the State Legislature, whether before or after the introduction of any bill or resolution proposing such legislation or appropriation, as proscribed in 18 USC 1913. 15 . Safety Precautions and Liability. The Department assumes no respoosibility with respect to accidents, illness, or claims arising out of any work performed under a grant supported project. The Grantee is expected to take necessary steps to insure or protect itself and its personnel and to comply with the applicable local, State or Federal safety standards, including those issued pursuant to the National Occupational Safety and Health Act of 1970 (see 20 CFR 1910) . 16 . Reports, Records, and Inspections. The Grantee will submit financial, project progress, evaluation, and other reports as required by the Department and will maintain such property, personnel, financial, and other records and accounts as are deemed necessary by the Department to assure proper accounting for all DOS Form No. HR3E1208GAASM Reference: Rule 1A-39. 009(1) (b), FAC Page 8 of 23 program funds. The Grantee, its consultants and contractors will permit on-site inspections by Department representatives and will effectively require employees to furnish such information as, in the judgment of the Department representatives, may be relevant to a question on compliance with grant conditions and the effectiveness, legality, and achievements of the program. 17 . Examination of Records. The Secretary of State of the State of Florida and the State Auditor General, or any of their duly authorized representatives, shall have access for the purpose of financial or programmatic audit and examination to any books, documents, papers, and records of the Grantee that are pertinent to the grant at all reasonable times during a period of five years following completion of the project, or until all claims or audit findings have been resolved. 18 . Disclosure of Information. The Historic Preservation Grant Award Agreement may be canceled by the Department without prior notices for refusal by the Grantee to allow public access to all documents, papers, letters or other material relating to the project, in accordance with the provisions of Chapter 119, Florida Statutes, and with the Freedom of Information Act. S USC 552 as amended by Public Law No. 104-231, 110 Stat, 3048, 19 . Compliance with Environmental Protection Laws and Regulations. No project funds shall be used for project work involving ground disturbance, modification of land use patterns, new construction, or other known or potential alteration of the natural environment that does not conform to State and Federal laws and regulations relating to protection of the natural environment, including but not limited to the National Environmental Policy Act of 1969, as amended, 42 USC 4321 et, seq. , establishing national policy goals and objectives for protecting and enhancing the environment. 21 . Enerky Conservation . The Grantee shall promote energy conservation and utilize to the maximum extent practicable the most energy efficient equipment, materials, construction methods, and operating procedures available in the accomplishment of project work. 22 . Convict Labor. The Grantee or its contractors may utilize the labor of State prisoners in authorized work release, parole or probation programs in the accomplishment of work. In accordance with Executive Order 11755, as amended no person undergoing a sentence of imprisonment at hard labor shall be employed on grant assisted project work. Convict labor shall be recorded in the Project Progress & Expenditure Report and shall be supported by a signed statement from the supervising individual, attesting to the number of laborers and the number of donated hours . 23 . Minority Businesses. The Grantee shall encourage greater economic opportunity for minority business enterprises, as defined in Section 288. 703, Florida Statutes, in accomplishment of project work. To the maximum extent possible, the Grantee and its consultants or contractors will take affirmative steps to assure that minority businesses are used as sources of supplies, equipment, construction, and services. Affirmative steps shall include but not necessarily be limited to the following. a. Inclusion of qualified minority businesses on solicitation fists; b. The assurance minority businesses are solicited whenever they are identified as potential sources; c. The division of total requirements, when economically feasible, into small tasks; or quantities to pem't maximum participation of minority businesses; d. The establishment of reasonable delivery schedules when feasible, so as to encourage participation by minority businesses; and e. Utilization of the services and assistance of the Small Business Administration and the Minority Business Development Agency of the U. S . Department of Commerce. B. The following special conditions apply to grant assisted projects involving the acquisition, preservation, protection, restoration, rehabilitation, stabilization, or construction of a site, building, structure, or object. 1 . Accessibility for the Disabled . The Grantee shall ensure that the grant assisted property meets the requirements of the Americans with Disabilities Act, Public Law 101 -336; Section 25. 21, Florida Statutes; and Part 11, Chapter 553, Florida Statutes regarding accessibility for the disabled. DOS Form No . HR3E1208GAASM Reference : Rule 1A -39. 009(1) (b), FAC i Page 9 of 23 Specifications for project work must conform to the Specifications for Making Buildings and Facilities Accessible to, and Usable by, the Physically Handicapped published by the American National Standards Institute and the Secretary of the Interior 's Standards for Rehabilitation . 2 . Project Identification Sign. When grant assistance is provided for acquisition or development work, a project identification sign will be displayed in a prominent location at the project site while project work is in process. The sign must be a minimum of eight (8) square feet in size (usually 2x4 feet), be constructed of plywood or other durable material, and identify the project and source of grant support. Any variation in the above specifications must be approved by the Department. The sign shall contain the following acknowledgment of grant assistance: This project has been financed in part with Historic Preservation Grant assistance provided by the Bureau of Historic Preservation, Division of Historical Resources, Florida Department of State, assisted by the Florida Historical Commission. The costs of preparation and erection of the project identification sign are allowable project costs ; routine maintenance costs of signs are not allowable. A photograph of the project identification sign at the project site shall be submitted to the Department. V. Administrative Instructions for Historic Preservation Project Accountability These instructions are intended to assist historic preservation grant recipients in meeting the accounting and public benefit requirements of the historic preservation grants-in-aid programs administered by the Department. Grantee Administrative and Reporting Requirements Grantees are responsible for maintaining financial records and project progress reports as outlined below. These records and reports shall be retained for a period of five (5) years following completion of the project, or until such time as any litigation, claims, or audit questions arising from examination or audit initiated prior to expiration of the five year period are finally resolved. All Grantee project records and reports are subject to public disclosure under the provisions of Chapter 119, Florida Statutes, and the Freedom oflnformation Act, S USC 552 as amended by Public Law 104-231, 110 Stat. 3048. A. Financial Records. Financial records must be adequate to account for the receipt and expenditure of all project funds, and to demonstrate compliance with required procedures. Grantee financial records are subject to audit by State auditors. Inadequate, incomplete or incorrect project financial records may result in ineligibility for grant assistance. Financial records shall include, but are not limited to: 1 . Documentation of Project Expenditures. Project expenditures are direct cash value project costs that are reimbursable, are paid for using grant assistance provided by the Department, and cash value or in. kind contributions to the required match. Department grant assistance is authorized for payment of 50% of allowable project costs, within the dollar limits of the grant, as specified in the Historic Preservation Grant Award Agreement. Grantee financial records shall include complete documentation pertaining to the application for grant assistance, the award of the grant, the Historic Preservation Grant Award Agreement, and the receipt and deposition of grant funds. 2. Match. Match may be provided in the form of cash expenditures or the value of materials and services donated in-kind for use in the direct accomplishment of authorized project. Match may be derived from any other sources available to the grantee, with the following exceptions: (a) Funds from other Federal funding programs cannot be used to thatch grant assistance funds derived from the Federal Historic Preservation Fund apportionment to the State of Florida (This restriction does not apply to Community Development Block Grants, Urban Development Action Grants, or Revenue Sharing Funds) . (b) State funds from grants awarded by any division within the Department cannot be used to match grant assistance from funds appropriated by the Florida Legislature. a. Grantee financial records shall clearly identify the source, amount, and date of receipt of all cash funds and donated values applied to the project. Receipts shall be recorded as they occur. DOS Form No. HR3E1208GAASM Reference: Rule 1A -39. 009(1)(b), FAC i Page 10 of 23 b. . Donated services shall be valued at the Federal minimum wage rate, unless the services donated are those normally provided by the donor in his or her profession or trade, in which case they may be valued at rates consistent with those paid for similar work in the local labor market area. c. Donated materials shall be valued at the donor's cost or the fair market value at the time of donation, whichever is less. 3 . Required Procurement Procedures for Obtaining Goods and Services. The Grantee shall provide maximum open competition when procuring goods and services related to the grant-assisted project. Every effort must be made to use small business firms, minority owned firms, women ' s business enterprises, and labor surplus areas, a. Instructions for Procurement of Goods and Services for Smaller Projects (Including Professional Services and Construction) for Individual Purchases or Contract Amounts not exceeding 520,000. For individual purchases or contract amounts not exceeding $20,000, the Grantee must use the applicable procurement method described below: ( 1 ) Small Purchase Procedures I (Purchases Up to $2,500). Procurement of goods and services where individual purchases do not exceed $2,500 do not require competition and may be conducted at the Grantee ' s discretion. (2) Small Purchase Procedures 11 (Purchases or Contract Amounts Between $2,500 and S20,000). Goods and services costing between $2,500 and $20,000 require informal competition and may. be procured by purchase order, acceptance of vendor proposals, or other appropriate procurement document, provided that the Grantee : (a) Receive written or documented verbal quotes or proposals from two (2) or more competitors; (b) Develop and implement a process for evaluating proposals and document application of that process for selection (e.g. , for construction work, your selection may be based on the lowest responsible proposal amount, while for professional ' services, selection should be based on task-specific criteria and committee review and ranking of proposals) . (c) Provide prospective vendors with a basic description of the goods and services required; and (d) Secure written approval from the Department prior to acceptance of proposal or execution of contract. b. Instructions for Procurement of Goods and Services (Including Architectural, Engineering and other Consultant Services) for Contracts Exceeding S20,000). For individual contract amounts ekceeding $20,000, the Grantee must use the applicable procurement method described below: ( 1 ) Competitive Selection ($20,000 = $35,000). Goods and services greater than $20,000 but less than $35 ,000 must be procured in the following manner: (a) For procurement of professional services, solicit written qualifications submissions from two (2) or more competitors ; (i) Identify all significant evaluation factors and their relative importance in the request for qualifications. (ii) Indicate in solicitation that public funds are involved. (iii) Develop and distribute detailed project specifications with the solicitation. (iv) Establish a review committee to evaluate and rank qualification submissions; DOS Form No. HR3E12080AASM Reference : Rule 1A -39. 009(1) (6), FAC i Page 11 of 23 (v) Select the most qualified competitor based on the established evaluation criteria (Option: Conduct an initial ranking to " short list" competitors and interview the top three for final ranking); (vi) Enter into contract negotiations with the top ranked competitor. If negotiations are unsuccessful with this competitor, proceed to the next ranked competitor. (b) For procurement of goods and services other than professional services, solicit written quotes from two (2) or more competitors; (i) Indicate in solicitation that public funds are involved. (ii) Develop and distribute detailed project specifications with the solicitation . (iii) Select the responsible and responsive vendor that submits the lowest responsive bid . (iv) Draft contract which incorporates the vendor's proposal and the detailed project specifications referenced in ii. above. (c) Secure written approval from the Department prior to execution of contract. c. Competitive Negotiation ($35,000 and up) for Architectural, Engineering, Landscape Architecture, Surveying and Mapping Services Only. Architectural, engineering, landscape architecture, surveying and mapping services in excess of $35 ,000 must be procured in the following manner. For procurement of all other types of goods and services in excess of $35 ,000, see d. and e. below. ( 1 ) Advertise with a Request for Qualifications (RFQ) to secure qualification submittals for professional services from two or more competitors, (a) Publicize the request through notices in local newspapers of general circulation or trade journals, in addition to individual solicitations . (b) Identify all significant evaluation factors and their relative importance in the request for qualifications. (c) Indicate in RFQ that public funds are involved. (2) Establish a review committee to evaluate and rank qualification proposals; (3) Conduct an initial ranking based on the established evaluation criteria to " Short list" competitors and interviews the top three for final ranking; (4) Post ranking and intent to enter into contract with the top ranked competitor for 72 hours before initiating contract negotiations . (5) Enter into contract negotiations with the top ranked competitor. If negotiations are unsuccessful with this competitor, proceed to the next ranked competitor; (b) Secure written approval from the Department prior to execution of contract. Please Note : Departments or agencies of the state and units of county, municipal or other local government must always procure professional architectural, engineering, landscape architectural, or land survey and mapping services in accordance with the provisions of the Consultants Competitive Negotiations Act ", Section 287. 055, Florida Statutes. d. Instructions for Procurement Using Competitive Sealed Bids (Procurement of Commodities and Services Exceeding $35,000). Except as noted in 3 .a. and 3 .b. above, and 3 .e. below, contracts for procurement of commodities and services (exclusive of architectural, engineering, landscape architecture, surveying and mapping services) shall be undertaken on the basis of sealed bids. DOS Form No. HR3EI208GAASM Reference: Rule IA-39. 009(1) (b), FAC Page 12 of 23 ( 1 ) Sealed bids shall be solicited through formal advertisement in a newspaper of local or area circulation including: (a) A statement of the contractual services required, and notice of the time and place of public bid opening; (b) Instructions on how to obtain detailed bid documents or procurement specifications (which must include all contractual terms and conditions applicable to the procurement); and (c) A statement that public funds are involved. (2) Select the responsible and responsive vendor that submits the lowest responsive bid. (3) Post ranking and intent to enter into contract with the selected vendor for 72 hours before formalizing selection , (4) Draft contract which incorporates the vendor' s offer and the detailed project specifications referenced in (2) above . (5) Secure written approval from the Department prior to execution of contract. e. Instructions for Procurement Using Competitive Scaled Proposals (Procurement of Goods and Services Exceeding $35,000). This process shall be used for procuring consultant services other than architectural, engineering, landscape architecture, surveying and mapping (see 3 .c. above) exceeding $35,000. ( 1 ) The request for proposals must include a statement of the contractual services required; the time and date for the receipt of proposals and of the public opening; (2) All contractual terms and conditions applicable to the procurement shall be included in the request for proposals, including the proposal evaluation criteria, which shall include, but need not be limited to, price, to be used in determining acceptability of the proposal. The relative importance of price and other evaluation criteria shall be indicated, (3) Post ranking and intent to enter into contract with the selected vendor for 72 hours before formalizing selection. (4) A contract will be awarded to the responsible and responsive vendor whose proposal is determined to be the most advantageous to the Grantee, taking into consideration the price and the other criteria set forth in the request for proposals. The contract file shall contain documentation supporting the basis on which the award is made, (5) Secure written approval from the Department prior to execution of contract. f. Qualification of Contractors. It is essential that the project be supervised and carried out by personnel possessing training and experience appropriate to the nature of the project. Grantees shall require, as a part of the bid or proposal package submitted by prospective contractors, documentation of the professional qualifications of the key personnel to be employed. Such documentation shall include, but not be limited to : ( 1 ) Resumes of academic training and employment in the applicable field; (2) Evidence of possession of required licenses or business permits; and (3 ) Evidence of any previous experience in projects of a similar nature, especially projects requiring compliance with the standards cited in Section M. Paragraph T. of the Historic Preservation Grant Award Agreement. DOS Form No. HR3E I 208GAASM Reference: Rule 1A-39. 009(1) (b), FAC I Page 13 of 23 g. Contract Provisions. In addition to provisions defining a sound and complete procurement contract, the Grantee shall ensure that the following contract provisions or conditions are included in all procurement contracts and subcontracts relating to the project (also refer to Section VII. Paragraph A. of the Agreement) : ( 1 ) Contracts other than small purchases shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. (2) All contracts shall contain suitable provisions for termination by the Grantee, inchuling the manner by which it will be effected and the basis for settlement. In addition, such contracts shall describe conditions under which the contract may be ternvnated for default as well as conditions where the contract may be terminated because of circumstances beyond the control of the contractor. (3 ) All contracts and subcontracts awarded by the Grantee and its primary contractors shall assure equal employment opportunity . (4) All contracts (except those awarded by. small purchases procedures) awarded by grantees shall include a provision to the effect that the Grantee, the Department, or any of their duly authorized representatives shall have access to any books, documents, papers, and records of the contractor which are directly pertinent to that specific contract, for the purpose of making audit, examination, excerpts, and transcription. Grantees shall require contractors to maintain all required records for five years after grantees make final payments and all other pending matters are closed h. Contract Pricing ( 1 ) Procurement by small purchase procedures or competitive negotiation methods may be priced on either a fixed-fee or cost reimbursable basis. (2) Procurement by the competitive sealed bid method shall be priced on a firm-fixed-fee basis. (3 ) Contracts for goods and services based on cost-plus-percentage-of-cost or percentage-of- construction-cost contracts are not allowable for grant-assisted work. i . Procurement Documentation to be Submitted to the Department. The Grantee shall submit the following items to the Department as evidence of compliance with procurement procedures prior to the execution of any contract for project work: ( 1 ) Copies of the solicitation for proposals or invitation to bid and all applicable bid documents, including construction plans and specifications, if required - to be submitted upon distribution or publication ; (2) A summary of proposals or bids received and the basis for professional, consultant or contractor selection - to be submitted upon completion of the selection process; and (3) A copy of the contract - to be submitted for review and approval by the Department prior to execution. A copy of the executed contract is to be submitted to the Department following approval and execution. Be Project Progress and Expenditure Reports, The Grantee shall submit a Project Progress & Expenditure Report (incorporated herein by reference and available online at h ://www. flh 'ta e. to the Department at the end of each quarter within the grant period except for the final quarter in which the Grantee shall instead submit a Final Project Progress and Expenditure Report. Project Progress and Expenditure Reports must be submitted quarterly for the duration of the project, or whether funds have been expended. Expenditures shall be incompliance with the state guidelines for allowable project costs as outlined in the Department of Financial Services ' Reference Guide for State Expenditures, which are incorporated by reference and are available online at http ://www. myfloridacfo.conusadir/refereme.gwde/ . DOS Form No. HR3E I 208GAASM Reference: Rule IA -39. 009(1) (6), FAC Page 14 of 23 2. Determination of Allowable Project Costa . The total project cost submitted by the Grantee might contain expenditures that are not allowable in determining the eligible costs in accordance with the provisions of the Agreement. The Department will review each Project Progress and Expenditure Report, and make its determination of the eligible expenditures on the basis of the following criteria: a. Allowable Project Costs. Allowable project costs shall include: ( 1 ) Costs incurred by contract for procurement of goods and services consistent with the Approved Scope of Work in Section I of the Agreement; (2) Costs incurred by property documented small purchase procedures; (3) Costs incurred by the Grantee for the following items applied directly to elements of the Approved Scope of Work in Section I, of the Agreement: (a) Accounting: the cost of establishing and maintaining interest-bearing financial accounts directly relating to the Project; (b) Auditing: audit costs only as required by the Florida Single Audit Act (see Section VII. of the Agreement and Attachment A hereto). (c) Communications : specific charges for telephone, telegraph, or other communications services; (d) Employee salaries and benefits (only if included in the original grant application for the Project and only if documented by the Grantee to be specifically applicable to one or more items within the Approved Scope of Work) ; (e) Materials and supplies; (f) Procurement services: the cost of advertising, solicitation, processing, and administration of procurement contracts; (g) Reproduction: the cost of limited reproduction of reports, forms, and project documents; and (h) Travel : Travel costs will be allowed only if requested and approved during the application review process and if included in the Approved Scope of Work. If travel is approved, the Grantee shall be authorized to incur travel expenses for airfare, vehicle rental, mileage and lodging to be reimbursed in accordance with Section 112. 061, Florida Statutes. Per diem or other reimbursement for meals is not an allowable grant expenditure. (4) The properly documented value of donated services and materials (see Subparagraph 3 . (c) below) . (5) The properly documented value of volunteer services directly relating to the accomplishment of the Project (volunteer work must be for one or more items included in the Approved Scope of Work — see Subparagraph 3 . a. below). b. Non-allowable Project Costs. Costs not allowable as grant-assisted work or match contribution shall include: ( 1 ) Expenditures for work not included in the Approved Scope of Work included in the Agreement; (2) Costs of goods and services not procured in accordance with required procurement procedures; DOS Form No . HR3E1208GAASM Reference: Rule IA -39. 009(1)(b), FAC Page 15 of 23 (3) Expenses incurred or obligated prior to or after the grant period (exception : emergency repairs as approved by the Division consistent with subsection 1A-39 .009(3) of rule 1A-39, F.A.C.) ; (4) Expenditures for work not consistent with the applicable preservation standards (see Section IT, Paragraph T) ; (5) Expenditures for Furniture and Equipment unless specifically authorized as a part of a grant project and included in the Approved Scope of Work; (6) Expenses associated with Iobbying or attempting to influence federal, state, or local legislation, the judicial branch, or any state agency; (7) Private entertainment, food, beverages, plaques, awards, or gifts ; (8) Costs or value of donations or in-kind contributions not documented in accordance with the provisions of the Historic Preservation Grant Award Agreement; (9) Project Administrative Expenditures, which exceed 10% of the grant award amount; ( 10) Costs for projects having as their primary purpose the fulfillment of federal or state historic preservation regulatory requirements, specifically, costs of consultation and mitigation measures required under Section 106 of the National Historic Preservation Act of 1966, as amended through 2000, or under section 267 . 031 , Florida Statutes; ( 11 ) Projects which are restricted to private or exclusive participation, which shall include restricting access on the basis of sex, race, color, religion, national origin, disability, age, handicap, or marital status ; ( 12) Grantee operational support (i .e. , organization salaries, travel, supplies) (Note: project-specific travel costs may be allowed if requested and approved during the application review process and if included in the Approved Scope of Work) ; ( 13) Vehicular circulation and parking (Exception: provision of code-required handicapped parking pad and walkway) ; ( 14) Sidewalks, landscape features, planting, irrigation systems and site lighting (Exception : sidewalk required to link code-required handicapped parking pad to the accessible entry, planting required to halt erosion, and limited site lighting required for security, if included in the Approved Scope of Work); ( 15) Capital improvements to non-historic properties; ( 16) Capital improvements to the interior of religious properties (Exception: repairs to primary elements of the structural system. Examples include : foundation repairs, repairs to columns, load bearing wall framing, roof framing, masonry repairs, and window and exterior door repairs) ; ( 17) Code-required accessibility improvements for religious properties ; ( 18) Insurance costs (Exception: costs for builder's risk, workers compensation and contractor's liability insurance); ( 19) Purchase of equipment (other than equipment incorporated as capital improvements into a historic building during restoration or rehabilitation, and equipment required for a museum exhibit). If special equipment is required only for the grant period to complete the Project and said equipment is included in the Approved Scope of Work for the Project as an eligible grant expense, it shall be rented for the grant term; and (20) Grantee shall comply with Section 216 . 348, Florida Statutes, as applicable to the project. DOS Form No. HR3E1208GAASM Reference: Rule IA -39. 009(1) (6), FAC Page 16 of 23 3 . Documentation of Expenditures. Each quarterly Project Progress and Expenditure Report and the Final Project Progress and Expenditure Report must include documentation of payment for each cash expenditure claimed during the reporting period. a. Grantees shall provide a detailed listing of each expenditure in the Cash Expenditure section of these reports, which contain the following information: ( 1 ) Check number; or if a cash payment, a copy of the paid receipt must be submitted; (2) Check date or date of cash expenditure; expenditures overlapping the grant period must be prorated; (3) The name of the payee or vendor for each expenditure paid by cash or check; (4) The expenditure amount; (5) The Approved Scope of Work category to which the goods or services contribute (see Section I. ) ; and (6) The purpose of each expenditure; stated clearly and in sufficient detail for the Department to determine if the expenditure is allowable. b. The Grantee shall provide the following documentation of payment of expenditures listed in the Cash Expenditure section of the quarterly Project Progress and Expenditure Report and the Final Project Progress and Expenditure Report. (1 ) Copies of contractors ' invoices itemizing the materials delivered, services rendered, work items completed, and the following forms of proof of payment by the Grantee: (a) Copies of signed and dated receipts from the contractors/suppliers showing the date payments were received and the amounts received; and (b) Copies of the front and back of the canceled checks; or (c) Exception : In cases when receipts and cancel checks cannot be provided, alternative documentation of proof of payment shall be provided as determined acceptable by the Department. Examples include: purchase orders, vendor logs, payment ledgers, etc . (d) Exception : Invoices for all expenditures must be included in the Final Project Progress and Expenditure Report but proof of payment shall not be required for request of the 10% retainage amount. Such proof of payment must be submitted to the Division within 30 (thirty) days after the date of issuance of the state warrant for the final grant payment. (2) For authorized employee salaries (see V. B .2 . a. (3)(d) above), the following expenditure documentation is required: (a) A copy of the log indicating the dates and hours devoted to authorized project work signed by both the employee and his or her supervisor or the designated Project Manager, and (b) Copies of payroll registers for all pay periods claimed for each employee or the front and back of canceled checks for all pay periods claimed for each employee. 4. Documentation of Donated Materials and Services . The value of donated materials and volunteer services is not eligible for reimbursement by grant fimds, but is allowable in determining the Grantee' s match. a. For donated materials and services, the documentation indicated below is required. DOS Form .No , HR3E I 208GAASM Reference: Rule lA-39. 009(1) (b), FAC Page 17 of 23 ( 1 ) Identification of each individual donating services or materials; (2) Description of the work accomplished or type and amount of material donated; (3) Approved Scope of Work category to which the services contribute (see Section 1)• (4) The number of hours worked by each volunteer during the reporting period; (5) Basis for hourly value of work for each volunteer. (a) State of Florida Minimum Wage at the time of donation for state funded grant projects; or (b) Federal Minimum Wage at the time of donation for federalikfunded grant projects; or (c) If the services donated are those normally provided by the donor in his or her profession or trade, they may be valued at rates consistent with those paid for similar work in the local labor market area. Attach a signed statement from the individual listing his/her qualifications to justify the higher donated value rate. (6) Volunteer services documentation for groups of volunteers or for documentation of multiple volunteer work sessions may be entered into a volunteer log containing the above information. Ensure that each work entry is signed by each volunteer. The Project Manager must sign all such documentation to confirm its accuracy. (7) The total value of the volunteer services for the reporting period. (8) For donated materials, the donor must document their fair market value in a written signed statement, which is also signed by the designated Project Manager. 5 . Additional Documentation to be Included in Project Progress and Expenditure Reports. In addition to the documentation indicated in B .3 . and BA. above, each quarterly Project Progress and Expenditure Report shall include: a. A brief description of work accomplished in the previous three months; b . A description of any unusual problems or conditions encountered or any unusual methods, materials, or techniques employed ; C6 Copies of required documents (contracts, press releases, etc. ) as applicable; and d. For construction projects, photographic documentation of construction work in-progress or completed work shall be included. 6. Final Project Progress and Expenditure Report. To be submitted within 30 days following completion of all project work, this report shall also include; a. A description and explanation of any variations between the planned project work and that actually accomplished; b. A description and explanation of any significant differences between the planned project budget and the actual project costs; c. Final products as specified in the Approved Scope of Work (Section I of the Historic Preservation Grant Award Agreement; d. Photographic documentation of completed construction work; and DOS Form No . HR3E1208GAASM Reference: Rule JA49. 009(1) (b), FAC Page 18 of 23 e. Required audit documents . V1. The Department agrees to pay the Grantee for 50% of the Grantee's total cash expenditures and donated values, so long as the Grantee's cash expenditures, documented by complete Project Progress and Expenditure Reports, equal or exceed the amount of donated values, up to a maximum payment of 549,500 (forty-nine thousand, rive hundred dollars). If the donated values exceed the amount of cash expenditures, the Department shall only pay the Grantee for 100% of actual cash expenditures up to a maximum payment of $49,500 (forty-nine thousand, five hundred dollars). A. Requests for payment must be submitted in writing to the Department by the Grantee on the Payment Request Form (Form HR3E1208PRF), incorporated herein by reference and available online at www. flheritage.com/erants. 1 . The Grantee may request reimbursement of expenditures as documented in each required Quarterly Project Progress and Expenditure Report for work completed and timelines met as outlined in the Project Schedule. All requests for reimbursement must document expenditure of match resources in substantially equal portion to grant funds expended for the reporting period. More frequent Project Progress and Expenditure Reports may be submitted if a shorter reimbursement schedule is necessitated by rapid Project progress. 2. The disbursement schedules shall be subject to any special conditions required by the Office of the Chief Financial Officer of the State of Florida. The Department reserves the right to withhold payment if the Grantee fails to provide Project Progress and Expenditure Reports, if work completed or timeline are not met as outlined in the Project Schedule or is otherwise found to be in violation of any term(s) of this Agreement or other Agreements with the Department. 3 . The Grantee shall submit a complete Project Progress and Expenditure Report on the schedule provided by the Department for the duration of the Project. All such reports shall provide accurate information regarding the status of project work, as well as accurate funding expenditure information. Reports that are incomplete or do not contain accurate information will not be approved and firrther grant payment requests will not be processed. 4. The Department shall evaluate all payment requests based on the implementation of the Project Schedule. Payment for project costs will also be contingent upon all authorized project work being in compliance with the aforementioned Secretary of the Interior's Standards, and approval of the grant assisted work by the Department. The total of grant funds transferred to the grantee following final Project completion, including all funds previously transferred in incremental payments, shall not exceed the amount of the grantee ' s actual cash expenditures in payment of allowable project costs. 5 . The Department shall reduce total grant funding for the Project in direct proportion to match contributions not met by the end of the Grant Period. This reduction shall be calculated by dividing the actual match amount by the required match amount indicated in the Agreement and multiplying the product by the grant award amount indicated in the Agreement. VII. Consistent with the grant funding expenditure threshold indicated in Attachment A, Part II, paragraph 1 , each grantee, other than a grantee which is a State agency, shall submit to an audit pursuant to Section 215. 97, Florida Statutes. A . All audits as described above shall be submitted within six (6) months of the close of the Grantee 's fiscal year, or within six (6) months of the ending of the Grant Period. All audits or attestations must cover each of the Grantee 's fiscal years for which grant funds were received or expended under this Agreement. B . Grantees shall sign Attachment B , which refers to the responsibility of the Grantee under the Florida Single Audit Act. DOS Form No. BR3E1208GAASM Reference: Rule 1A-39. 009(1)(b), FAC Page 19 of 23 C . The Grantee shall complete the Florida Single Audit Act Certification included in the Quarterly Project Progress and Expenditure Report. Completion of this certification is required for each reporting period for the duration of the Project VIII. The Grantee shall submit all contracts for professional. services (architecture, engineering or consultant services) to the Department for review and approval prior to final execution by the Grantee. The Grantee shall also submit (a) architectural planning documents in accordance with the schedule in Subsection vu.C., as applicable, (b) copies of all contracts for the procurement of goods and services relating to the project work, and (c) copies of all proposed change orders or amendments to said contracts to the Department for review and approval prior to final execution. Department review and approval of said contracts shall not be construed as acceptance by or imposition upon the Department of any financial liability in connection with said contracts. A. The Special Conditions of Contract included as Attachment B hereto shall be included in all contracts for goods and services associated with this Project. These provisions require that: I . All consultants, design professionals, contractors and subcontractors comply with federal Equal Employment Opportunity legislation; 2. All contracts for goods and services include provisions for retention and Department access to Project-related records; 3. All contracts for goods and services include specification of Project duration; and 4. All contracts for goods and services include provisions for contract termination in accordance with this Agreement. B . These Special Conditions of Contract may be attached and made part_ of each agreement for architectural, engineering, consultant or construction services, or other vendor contracts. Alternatively, the provisions in Attachment B hereto may be incorporated into the body of each such agreement C. Pursuant to Section 267. 031 (5) (1), Florida Statutes, the Grantee shall provide the Department an opportunity to review and approve architectural documents for Development projects at the following points in their development: 1 . Upon completion of schematic design ; 2. Upon completion of design development and outline specifications; and 3 . Upon completion of worldng drawings and specifleations, prior to execution of the construction contract IX . For all Development projects, except as exempted below, execution of the Preservation Agreement is required. By executing the Preservation Agreement, the Grantee agrees to the continued maintenance, repair and administration of the property receiving grant assistance in a manner satisfactory to the Department for a period of five years from the date of execution. No grant funds will be released prior to Department receipt of one original signed and notarized copy of the completed Preservation Agreement. Exceptions to this requirement are projects involving only planning, properties owned by the State of Florida or the Federal Government, museum exhibits or archaeological sites. X. This Agreement is executed and entered into in the State of Florida, and shall be conshued, performed, and enforced in all respects in accordance with the laws and rules of the State of Florida. Each party shall perform its obligations hereunder in accordance with the terms and conditions of this Agreement M . If any term or provision of this Agreement is found to be illegal and unenforceable, the remainder of this Agreement shall remain in full force and effect and such term or provision shall be deemed stricken. DOS Form No. HR3E I208GAASM Reference: Rule IA -39. 009(1)(6), FAC Page 20 of 23 XII. No delay or omission to exercise any right, power or remedy accruing to either party upon breach or default by either party under this Agreement, shall impair any such right, power or remedy of either party; nor shall such delay or omission be construed as a waiver of any such breach or default, or any similar breach or default. XIII . Each grantee, other than a grantee which is a State agency, agrees that, its officers, agents and employees, in performance of this Agreement shall act in the capacity of an independent contractor and not as an officer, employee or agent of the State. Each grantee, other than a grantee which is a State agency, is not entitled to accrue any benefits including retirement benefits and any other rights or privileges connected with employment in the State Career Service. The Grantee agrees to take such steps as may be necessary to ensure that each subcontractor of the Grantee will be deemed to be an independent contractor and will not be considered or permitted to be an agent, servant, joint venturer, or partner of the State. XIV. The Grantee hereby certifies that it is cognizant of the prohibition of conflicts of interest described in sections 112.311 through 112 . 326„Florida Statutes, and affirms that it will not enter into or maintain a business or other relationship with any employee of the Department of State that would violate those provisions. The Grantee further agrees to seek authorization from the General Counsel for the Department of State prior to entering into any business or other relationship with a Department of State Employee to avoid a potential violation of those statutes. XV. The Grantee shall not assign, sublicense or otherwise transfer its rights, duties or obligations under this Agreement without prior written consent of the Department which consent shall not be unreasonably withheld. The Agreement transferee must also demonstrate compliance with Chapter IA-39, Florida Administrative Code. If the Department approves a transfer of the Grantee 's obligations, the Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In the event the Legislature transfers the rights, duties and obligations of the Department to another government entity pursuant to Section 200 06, Florida Statutes, or otherwise, the rights, duties and obligations under this Agreement shall also be transferred to the successor government entity as if it were an original party to the Agreement. XVI. This Agreement shall bind the successors, assigns and legal representatives of the Grantee and of any legal entity that succeeds to the obligation of the Department. XVII . The following provisions shall apply for the voluntary and involuntary suspension or termination of the grant by either the Department or the Grantee: A, Suspension. Suspension is action taken by the Department which temporarily withdraws or limits the Grantee's authority to utilize grant assistance pending corrective action by the Grantee as specified by the Department or pending a decision by the Department to terminate the grant. 1 . Notification. When the Grantee has materially failed to comply with the terms and conditions of the grant, the Department may suspend the grant after giving the Grantee reasonable notice (usually thirty (30) calendar days) and an opportunity to show cause why the giant should not be suspended. The notice of the suspension will detail the reasons for the suspension, any corrective action required of the Grantee, and the effective date of the suspension. 2 . Commitments. No commitments of funds incurred by the Grantee during the period of suspension will be allowed under the suspended grant, unless the Department expressly authorizes them in the notice of suspension or an amendment to it. Necessary and otherwise allowable costs which the Grantee could not reasonably avoid during the suspension period will be allowed if they result from charges properly incurred by the Grantee before the effective date of the suspension, and not in anticipation of suspension or termination. Third party contributions applicable to the suspension period shall not be allowed in satisfaction of matching share requirements, unless otherwise agreed by the parties. 3 . Adjustments to payments. Appropriate adjustments to the payments submitted after the effective date of suspension under the suspended grant will be made either by withholding the payments or by not allowing the Grantee credit for disbursements made in payment of unauthorized costs incurred during the suspension period. DOS Form No , HR3E 1208GAASM Reference: Rule 1A-39. 009(1) (6), FAC Page 21 of 23 4. Suspension period. Suspensions will remain in effect until the Grantee has taken corrective action to the satisfaction of the Department or given written evidence satisfactory to the Department that corrective action will be taken, or until the Department terminates the grant. The grant shall be terminated by the Department if the Grantee fails to respond in writing to a notification of suspension within thirty (30) calendar days of receipt of such notification by the Grantee. B . Termination. . Termination is the cancellation of grant assistance, in whole or in part, under a grant or project at any time prior to the date of completion. 1 . Termination for cause. The Department shall have the authority to cancel this Agreement because of failure of the Grantee to fulfill its obligations under this Agreement or any other past or present grant award agreement with the Division of Historical Resources or any other Division within the Department of State . Satisfaction of obligations by the Grantee shall be determined by the Department. The Department shall provide the Grantee a written notice of default letter. The Grantee shall have fifteen ( 15) calendar days to cure the default, unless it is determined by the Department that the default is of a nature that cannot be cured. If the default is not cured by the Grantee within the stated period, the Department shall terminate this Agreement. Notice shall be sufficient if it is delivered to the party personally or mailed to its specified address. In the event of termination of this Agreement, the Grantee will be compensated for any work satisfactorily completed in accordance with this Agreement prior to notification of termination. 2. Termination for convenience. The Department or the Grantee may terminate the grant in whole or in part when both parties agree that the continuation of the Project would not produce beneficial results commensurate with the further expenditure of funds. The two parties will agree upon the termination conditions, including the effective date, and in the case of partial terminations, the portion to be terminated . 3 . Termination by Grantee . The Grantee may unilaterally cancel the grant at any time prior to the first payment on the grant although the Department must be notified in writing prior to cancellation. After the initial payment, the Project may be terminated, modified, or amended by the Grantee only by mutual agreement of the Grantee and the Department. Request for termination prior to completion must fully detail the reasons for the action and the proposed disposition of the uncompleted work. 4. Commitments . When a grant is terminated, the Grantee will not incur new obligations for the terminated portion after the notification of the effective date of termination. The Grantee will cancel as many outstanding obligations as possible. The Department will allow full credit to the Grantee for the Department's share of the noncancelable obligations properly incurred by the Grantee prior to termination . Costs incurred after the effective date of the termination will be disallowed. XIX. Unless there is a change of address, any notice required by this Agreement shall be delivered to the Bureau of Historic Preservation, Division of Historical Resources, Florida Department of State, R. A. Gray Building, 500 South Bronough Street, Tallahassee, Florida 32399-0250, for the Department, and to 180127s Street, Administrative Building A, Vero Beach, Florida 32960 for the Grantee. Unless the Grantee has notified the Department in writing by return receipt mail of any change of address, all notices shall be deemed delivered if sent to the above address. XX. Neither the State nor any agency or subdivision of the State waives any defense of sovereign immunity, or increases the limits of its liability, upon entering into this contractual relationship. X7Q.This instrument and the Attachments hereto embody the whole Agreement of the parties. There are no provisions, terms, conditions, or obligations other than those contained herein; and this Agreement shall supersede all previous communications, representations or agreements, either verbal or written, between the parties. No change or addition to this Agreement and the Attachments hereto shall be effective unless in writing and properly executed by the parties. All written approvals referenced in this Agreement must be obtained from the parties ' grant administrators or their designees. The Department and the Grantee have read this Agreement and the Attachments hereto and have affixed their signatures : DOS Form No. HR3 El 208GAASM Weren - Were= Rule IA 39. 009(1)(b), FRC Page 22 of 23 DOS -Form No. HR3E I208GAASM Reference: Rule 1A -39. 009(1) (b), FAC Page 23 of 23 ARYWNT OF STATE Robert F0. Bendus Director, Division of Historical Resources Date Indian River County Sicure of Authorized Official Joseph A . Baird Print Name of Authorized Official County Administrator Print Title of Authorized Official Approved by the BCC 10 / 22 / 13 Date APPROVED AS i Ofra ,'SND AM L S FF fi �' W11uDEV.- o4,; i l� ,AlPyCf?L64TY .4'17ORNEEY DOS Form No. HR3E1208GAASM Reference% Rule 1A -39. 009(1)(6), FAC ATTACHMENT A FLORIDA SINGLE AUDIT ACT REQUIREMENTS AUDIT REQUIREMENTS The administration of resources awarded by the Department of State to the Grantee may be subject to audits and/or monitoring by the Department of State as described in this Addendum to the Grant Award Agreement. MONITORING In addition to reviews of audits conducted in accordance with OMB Circular A - 133, as revised , and Section 215 .97, F. S . , monitoring procedures may include, but not be limited to, on -site visits by Department of State stat & limited scope audits as defined by OMB Circular A- 133 , as revised, and/or other procedures . By entering into this agreement, the recipient agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department of State . In the event the Department of State determines that a limited scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instructions provided by the Department of State staff to the recipient regarding such audit. The recipient further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer or Auditor General . AUDITS PART I : FEDERALLY FUNDED This part is applicable if the recipient is a State or local government or a non -profit organization as defined in OMB Circular A- 133 , as revised. 1 . In the event that the recipient expends $ 500,000 or more in Federal awards in its fiscal year, the recipient must have a single or program-specific audit conducted in accordance with the provisions of OMB Circular A- 133, as revised . EXHIBIT I to this agreement indicates Federal resources awarded through the Department of State by this agreement. In determining the Federal awards expended in its fiscal year, the recipient shall consider all sources of Federal awards, including Federal resources received from the Department of State . The determination of amounts of Federal awards expended should be in accordance with the guidelines established by OMB Circular A- 133 , as revised . An audit of the recipient conducted by the Auditor General in accordance with the provisions OMB Circular A- 133 , as revised, will meet the requirements of this part. 2. In connection with the audit requirements addressed in Part I, paragraph 1 ., the recipient shall fulfill the requirements relative to auditee responsibilities as provided in Subpart C of OMB Circular A- 133 , as revised. 3 . If the recipient expends less than $500,000 in Federal awards in its fiscal year, an audit conducted in accordance with the provisions of OMB Circular A - 133 , as revised, is not required. In the event that the recipient expends less than $500 ,000 in Federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of OMB Circular A- 133 , as revised, the cost of the audit must be paid from non-Federal resources (i .e., the cost of such an audit must be paid from recipient resources obtained from other than Federal entities). 4 . The Internet web addresses listed below will assist recipients in locating documents referenced in the text of this agreement and the interpretation of compliance issues . State of Florida Department Financial Services (Chief Financial Officer) http://www. f I d fs.co m/ Federal Office of Management and Budget Circulars Index hM ://www. whitehouse . gov/ombl=LVindex.htmi - circulars Governor' s Office Initiatives, Florida Single Audit Act hgRJ/w%rw.myflorida.com/myflorida/eovernment/eovemorinitigtiytVhaa/ State of Florida Legislature (Statutes, legislation relating to the Florida Single Audit Act) bttp ://www. leg.state. fl.us/ PART Il : STATE FUNDED This part is applicable ifthe recipient is a nonstate entity as defined by Section 215 . 97(2)(1 ), Florida Statutes. 1 . In the event that the recipient expends a total amount of state financial assistance equal to or in excess of $500,000 in any fiscal year of such recipient, the recipient must have a State single or project-specific audit for such fiscal year in accordance with Section 215 .97, Florida Statutes, applicable rules of the Executive Office of the Governor and the Chief Financial Officer, and Chapters 10. 550 (local governmental entities) or 10 .650 (nonprofit and for-profit organizations), Rules of the Auditor General . EXHIBIT 1 to this agreement indicates state financial assistance awarded through the Department of State by this agreement. In determining the state financial assistance expended in its fiscal year, the recipient shall consider all sources of state financial assistance, including state financial assistance received from the Department of State, other state agencies, and other nonstate entities. State financial assistance does not include Federal direct or pass-through awards and resources received by a nonstate entity for Federal program matching requirements. 2. In connection with the audit requirements addressed in Part 11, paragraph 1 , the recipient shall ensure that the audit complies with the requirements of Section 215 .97(7), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215 .97(2)(d), Florida Statutes, and Chapters 10 .550 (local governmental entities) or 10 .650 (nonprofit and for-profit organizations), Rules of the Auditor General . 3 . If the recipient expends less than $ 500,000 in state financial assistance in its fiscal year, an audit conducted in accordance with the provisions of Section 215 .97, Florida Statutes, is not required. In the event that the recipient expends less than $ 500,000 in state financial assistance in its fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215 .97, Florida Statutes, the cost of the audit must be paid from the nonstate entity's resources (i .e., the cost of such an audit roust be paid from the recipient ' s resources obtained from other than State entities). PART III : REPORT SUBMISSION I . Copies of reporting packages for audits conducted in accordance with OMB Circular A- 133, as revised , and required by PART 1 of this agreement shall be submitted, when required by Section .320 (d), OMB Circular A433 , as revised, by or on behalf of the recipient directly to each of the following: A. The Department of State at the following address : Office of Inspector General Florida Department of State R A. Gray Building, Room 114A 500 South Bronough St. Tallahassee, FL 32399-0250 B . The Federal Audit Clearinghouse designated in OMB Circular A433 , as revised (the number of copies required by Sections .320 (dxl ) and (2), OMB Circular A433, as revised, should be submitted to the Federal Audit Clearinghouse), at the following address : Federal Audit Clearinghouse Bureau of the Census 1201 East 10"' Street Jeffersonville, IN 47132 C. Other Federal agencies and pass-through entities in accordance with Sections .320 (e) and (f), OMB Circular A - 133 , as revised . 2. In the event that a copy of the reporting package for an audit required by PART I of this agreement and conducted in accordance with OMB Circular A - 133 , as revised, is not required to be submitted to the Department of State for the reasons pursuant to Section .320 (e)(2), OMB Circular A- 133 , as revised, the recipient shall submit the required written notification pursuant to Section .320 (e)(2) and a copy of the recipient ' s audited schedule of expenditures of Federal awards directly to the following: Office of Inspector General Florida Department of State R. A. Gray Building, Room 114A 500 South Bronough St. Tallahassee, FL 32399-0250 3 . Copies of financial reporting packages required by PART II of this agreement shall be submitted by or on behalf of the recipient directly to the following : A. The Department of State at the following address : Office of Inspector General Florida Department of State R A. Gray Building, Room 114A 500 South Bronough St. Tallahassee, FL 32399-0250 B . The Auditor General ' s Office at the following address: Auditor General 's Office Room 401 , Pepper Building 1 I 1 West Madison Street Tallahassee, Florida 323994450 4. Any reports, management letter, or other information required to be submitted to the Department of State pursuant to this agreement shall be submitted timely in accordance with OMB Circular A - 133 , as revised, Section 215 .97, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as applicable . 5 . Recipients, when submitting financial reporting packages to the Department of State for audits . done in accordance with OMB Circular A- 133 or Chapters 10 .550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General , should indicate the date that the reporting package was delivered to the recipient in correspondence accompanying the reporting package. PART IV: RECORD RETENTION 1 . The recipient shall retain sufficient records demonstrating its compliance with the terms of this agreement for a period of five years from the date the audit report is issued, and shall allow the Department of State, or its designee, Chief Financial Officer, or Auditor General access to such records upon request. The recipient shall ensure that audit working papers are made available to the Department of state, or its designee, Chief Financial Officer, or Auditor General upon request for a period of three years from the daze the audit report is issued, unless extended in writing by the Department of State . EXHIBIT 1 FEDERAL RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: Not Applicable, COMPLIANCE REQUIREMENTS APPLICABLE TO THE FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS FOLLOWS : Not Applicable. STATE RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: MATCHING RESOURCES FOR FEDERAL PROGRAMS : Not Applicable. SUBJECT TO SECTION 215 .97,�FLORIDA STATUTES : Florida Department of State Historic Preservation Grants, CSFA Number 45. 031 Award Amount50000 (fifty thousand dollars). COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS FOLLOWS : As contained in the Compliance Supplement to CSFA Number 45.031 . The Grantee has read this Addendum to the Grant Award Agreement and has affixed their signature : INDIAN RIVER COUNTY Print Name of Grantee Si ature of Authorized Official Joseph A . Baird Print Name of Authorized Official County Administrator Print Title of Authorized Official .l "MOVED AS TO FORM NOW ANDLEGA114 SUN ( N per YV1LLiAY K . DEBKAAL DEPUTY COU NTYATTOANEY loft ATTACHMENT B SPECIAL CONDITIONS OF CONTRACT REQUIRED BY HISTORIC PRESERVATION GRANT AWARD AGREEMENT Grant Project Name : Contract Amended/Execution Date : Parties : 1 . (Owner) 2 . (Architect/Consultant/Contractor) circle one These Special Conditions shall supplement and become part of the above referenced Contract and shall supersede any conflicting provisions of said Contract. 1 . Equal Employment Opportunity Compliance The Architect/ConsultantlContractor shall comply with Title VI of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973 , and Title I of the Americans with Disabilities Act of 1990 in that : No person in the United States shall on the grounds of race, creed, color, national origin, sex, age, political affiliation, beliefs, or disability be subject to discrimination under any program or activity which the Architect/Consultant/Contractor has agreed to undertake by and through the covenants and provisions set forth in this Contract. 2 . Access to Records The Architect/Consultant/Contractor shall keep and maintain financial , invoice, and employment records pertaining to the contractual obligation between the Parties for pre-audit and post-audit purposes for a period of five (5 ) years following the completion of all project work, or until all claims and audit findings involving these records have been received, whichever is later. The Owner, the Florida Department of State, or any of their duly authorized representatives shall have access to any books, documents, papers and records of the Architect/Consultant/Contractor which are directly pertinent to this Contract, for the purpose of making audit, examination, excerpts, and transcription. 3. Termination 3 . 1 Termination by Owner 3 . 1 . 1 The Owner may terminate this Contract if the Architect/Consultant/Contractor : I . Persistently or repeatedly refuses or fails to supply enough properly skilled workers or proper materials ; 2 . Fails to make payment to Subcontractors for materials or labor in accordance with the respective contracts between the Architect/Consultant/Contractor and the Subcontractors; 3. Persistently disregards laws, ordinances, or rules, regulations or orders of a public authority having jurisdiction ; or 4 . Otherwise is guilty of substantial breach of a provision of the Contract. 3 . 1 .2 When any of the above reasons exist, the Owner may, without prejudice to any other rights or remedies of the Owner and after giving the Architect/Consultant/Contractor and the Architect/Consultant/Contractor' s surety, if any, seven days written notice, terminate employment of the Architect/Consultant/Contractor and may, subject to any prior rights of the surety: DOS Form No. HR3E1208GAASM Reference : Rule IA -39. 009(I )(b), F.A. C. 2of2 1 . Take possession of the site and of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Architect/Consultant/Contractor; 2 . Accept assignment of subcontracts; 3 . Finish the Work by whatever reasonable method the Owner may deem expedient. 3 . 1 . 3 The Architect/Consultant/Contractor will be compensated for any work satisfactorily completed in accordance with this Contract prior to notification of termination. 3 . 2 Termination by the Architect/Consultant/Contractor 3 .2 . 1 The Architect/Consultant/Contractor may terminate the Contract if the Work is stopped for a period of 30 days through no act or fault of the Architect/Consultant/Contractor or a Subcontractor, Sub- subcontractor or other agents or employees or any other persons performing portions of the Work under agreement with the Architect/Consultant/Contractor, for any of the following reasons : I Issuance of an order of a court or other public authority having jurisdiction; 2 . An act of government such as a declaration of national emergency, making material unavailable; 3 . Because the Architect has not issued a Certificate for Payment and has not notified the Architect/Consultant/Contractor of the reason for withholding such certification, or because the Owner has not made payment on a Certification of Payment within the time stated in the Contract; 4 . If repeated suspensions, delays or interruptions by the Owner constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365 - day period, whichever is less ; or 5 . The Owner has failed to fumish to the Architect/Consultant/Contractor promptly , upon the Architect/Consultant/Contractor' s request, reasonable evidence that financial arrangements have been made to fulfill the Owner' s obligations under the Contract. 4. Project Duration 4 . 1 Complete one of the following, as is applicable to the Contract. 4 . 1 . 1 The project work covered under this Contract shall be completed on or before _ , 20 4. 1 .2 The project work shall be completed within days of the date of execution of the Contract. Owner Architect / Consultant / Contractor Address Address By By Date Date DOS Form No . HR3E1208GAASM Reference : Rule lk39. 009(1)(b), F.A. C. i EXHIBIT B ATELIER Architecture Engineering Construction , Inc STANDARD FEE SCHEDULE - 2014 FRINGE HOURLY BENEFITS PROFIT & BILLING TITLE RATE X FACTOR X OVERHEAD RATE NAMED PRINCIPALS 40 .87 1 . 4 2 . 5 143 . 05 Vivian O . Salaga, AIA John L . Tennison , AIA Kim Clement , RA, Robert Foss , AIA CONSULTANT PRINCIPAL 40 . 87 1 . 4 2 . 5 143 . 05 SENIOR ARCHITECT/ENGINEER 38 .47 1 . 4 2 . 5 134 . 65 SENIOR ASSOCIATE 28 . 00 1 . 4 2 . 5 . 98 . 00 REG . PROFESSIONALS 28 . 00 1 .4 2 . 5 98 . 00 Architects/Engineers Landscape Architects Interior Designers SR. CAD DRAFTER 22 . 00 1 . 4 2 . 5 77 . 00 JR. CAD DRAFTER 18 . 27 IA 2 . 5 63 . 95 FIELD PROJECT MGR 25 . 00 1 . 4 2 . 5 87 . 50 CLERK OF THE WORKS 18 . 35 IA 2 . 5 64 . 23 ARCHITECTS REP COST ESTIMATOR 25 . 00 1 . 4 2 . 5 87 . 50 COMPUTER OPERATOR 18 . 27 IA 2 . 5 64 . 23 ADMINISTRATIVE ASST. 15 . 00 IA 2 . 5 52 . 50 Other clerical and office support is factored into above rates HAGENERAL OFFICE\OfHceinfo\StandardFees\STNDFEE2014.wpd