Okaloosa County BOCC — September 3, 2013 — C03-0927-GM — reading text

liable only for payment under the payment provisions of this contract for services rendered before the effective date of termination. f. Termination for Default (Supplies and Service) If the Contractor fails to deliver supplies or to perform the services within the time specified in this contract or any extension or if the Contractor fails to comply with any other provisions of this contract, the (Recipient) may terminate this contract for default. The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of the default. The Contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner or performance set forth in this contract. If, after termination for failure to fulfill contract obligations, it is determined that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the Recipient. g. Termination for Default (Transportation Services) If the Contractor fails to pick up the commodities or to perform the services, including delivery services, within the time specified in this contract or any extension or if the Contractor fails to comply with any other provisions of this contract, the (Recipient) may terminate this contract for default. The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of default. The Contractor will only be paid the contract price for services performed in accordance with the manner of performance set forth in this contract. If this contract is terminated while the Contractor has possession of Recipient goods, the Contractor shall, upon direction of the (Recipient), protect and preserve the goods until surrendered to the Recipient or its agent. The Contractor and (Recipient) shall agree on payment for the preservation and protection of goods. Failure to agree on an amount will be resolved under the Dispute clause. If, after termination for failure to fulfill contract obligations, it is determined that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the (Recipient). h. Termination for Default (Construction) If the Contractor refuses or fails to prosecute the work or any separable part, with the diligence that will insure its completion within the time specified in this contract or any extension or fails to complete the work within this time, or if the Contractor fails to comply with any other provisions of this contract, the (Recipient) may terminate this contract for default. The (Recipient) shall terminate by delivering to the Contractor aNotice of Termination specifying the nature of the default. 15 In this event, the Recipient may take over the work and compete it by contract or otherwise, and may take possession of and use any materials, appliances, and plant on the work site necessary for completing the work. The Contractor and its sureties shall be liable for any damage to the Recipient resulting from the Contractor's refusal or failure to complete the work within specified time, whether or not the Contractor's right to proceed with the work is terminated. This liability includes any increased costs incurred by the Recipient in completing the work. The Contractor's right to proceed shall not be terminated nor the Contractor charged with damages under this clause if- 1. the delay in completing the work arises from unforeseeable causes beyond the control and without the fault or negligence of the Contractor. Examples of such causes include: acts of God, acts of the Recipient, acts of another Contractor in the performance of a contract with the Recipient, epidemics, quarantine restrictions, strikes, freight embargoes; and 2. the contractor, within [10] days from the beginning of any delay, notifies the (Recipient) in writing of the causes of delay. If in the judgment of the (Recipient), the delay is excusable, the time for completing the work shall be extended. The judgment of the (Recipient) shall be final and conclusive on the parties, but subject to appeal under the Disputes clauses. If, after termination of the Contractor's right to proceed, it is determined that the Contractor was not in default, or that the delay was excusable, the rights and obligations of the parties will be the same as if the termination had been issued for the convenience of the Recipient. i. Termination for Convenience or Default (Architect and Engineering) The (Recipient) may terminate this contract in whole or in part, for the Recipient's convenience or because of the failure of the Contractor to fulfill the contract obligations. The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination specifying the nature, extent, and effective date of the termination. Upon receipt of the notice, the Contractor shall (1) immediately discontinue all services affected (unless the notice directs otherwise), and (2) deliver to the Contracting Officer all data, drawings, specifications, reports, estimates, summaries, and other information and materials accumulated in performing this contract, whether completed or in process. If the termination is for the convenience of the Recipient, the Contracting Officer shall make an equitable adjustment in the contract price but shall allow no anticipated profit on unperformed services. If the termination is for failure of the Contractor to fulfill the contract obligations, the Recipient may complete the work by contact or otherwise and the Contractor shall be liable for any additional cost incurred by the Recipient. If, after termination for failure to fulfill contract obligations, it is determined that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the Recipient. j. Termination for Convenience of Default (Cost-Type Contracts) The (Recipient) may terminate this contract, or any portion of it, by serving a notice or termination on the Contractor. The notice shall state whether the termination is for convenience of the (Recipient) or for the default of the Contractor. If the termination is for default, the notice shall state the manner in which the contractor has failed to perform the requirements of the contract. The Contractor shall account for any property in its possession paid for from funds received from the (Recipient), or property supplied to the Contractor by the (Recipient). If the 16 termination is for default, the (Recipient) may fix the fee, if the contract provides for a fee, to be paid the contractor in proportion to the value, if any, of work performed up to the time of termination. The Contractor shall promptly submit its termination claim to the (Recipient) and the parties shall negotiate the termination settlement to be paid the Contractor. If the termination is for the convenience of the (Recipient), the Contractor shall be paid its contract close- out costs, and a fee, if the contract provided for payment of a fee, in proportion to the work performed up to the time of termination. If, after serving a notice of termination for default, the (Recipient) determines that the Contractor has an excusable reason for not performing, such as strike, fire, flood, events which are not the fault of and are beyond the control of the contractor, the (Recipient), after setting up a new work schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience. 17  STATE OF FLORIDA COMMISSION FOR THE TRANSPORTATION DISADVANTAGED MEDICAID NON-EMERGENCY TRANSPORTATION (NET) PROGRAM SUBCONTRACTED TRANSPORTATION PROVIDER AGREEMENT AMENDMENT NO 3 AGREEMENT #: BDA82 FINANCIAL PROJECT ID#: 41604318201 F.E.I.D. # 596-000-765-074 This agreement, entered into on June 30, 2007 by and between the State of Florida, Commission for the Transportation Disadvantaged, hereinafter called "Commission" and Okaloosa County Board of County Commissioners, 600 Transit Way, Fort Walton Beach, FL, 32547, hereinafter called "Subcontracted Transportation Provider" for Okaloosa County(ies). WITNESSETH: WHEREAS, the Commission and the Subcontracted Transportation Provider heretofore on 12/1/2004 entered into an Agreement, hereinafter called the Original Agreement; WHEREAS, the Commission desires to participate in all eligible items of development for this project as outlined in the attached amended Exhibit B. WHEREAS, this amendment is necessitated by the amendment of the contract between the Commission, and the Agency for Health Care Administration for Medicaid Non-Emergency Transportation (NET) services. NOW, THEREFORE, THIS INDENTURE WITNESSETH; that for and in consideration of the mutual benefits to flow from each to the other, the parties hereto agree that the above described Agreement is to be amended as follows: 1. Purpose of Agreement: The purpose of the agreement is not changed. 2. Accomplishment of the Agreement: The accomplishment of the agreement is not changed. 3. Expiration of Agreement: Paragraph 2, TERM of said agreement is amended to be December 31,2007. 4. Amendment Amount: The agreement is increased by $103,602.00. 5. Total Project Cost: The revised Total Project Cost is $625,453.00. 6. Exhibit B of said Agreement is replaced by Amended Exhibit B and is attached hereto and made a part hereof. EXCEPT as hereby modified, amended, or changed, all other terms of the Agreement dated 12/1/2004 shall remain in full force and effect. This amendment cannot be executed unless all previous amendments to this Agreement have been fully executed. CONTRACT # C03-0927-PI3-71 AMENDMENT #3 , In witness whereof, the parties hereto have caused these presents to be executed, the day and year first above written. STATE OF FLORIDA Okaloosa County Board of County Commissioners COMMISSION FO RANSPORTATION ~......... DISA Chainnan TITLE Lisa Bacot Don R. Arnunds PRINTED NAME PRINTED NAME  AGREEMENT #: BDA82 AGREEMENT AMENDMENT DATE: June 30, 2007 EXHIBIT B AMENDMENT # 3 METHOD OF COMPENSATION For the satisfactory performance of the services and the submittal of Encounter Data as outlined in Exhibit A, Scope of Services, the Subcontracted Transportation Provider payments shall be $17,267.00 monthly with a final payment of $17,267.00. The Subcontracted Transportation Provider shall be paid up to a maximum amount of $625,453.00. The Subcontracted Transportation Provider shall submit invoices in a format acceptable to the Commission. The Subcontracted Transportation Provider will be paid, after the Commission has received payment from the