Fort Walton Beach Resolution — 2026-04 Accepting USDHS ICE Stipend Funding — reading text

adhere to state procurement guidelines as applicable. B. Property Supervision and Control: Pursuant to s. 273.03, F.S., the Participating Agency is the custodian of all nonexpendable property, and shall be primarily responsible for the supervision, control, and disposition of the property in their custody. C. Maintenance of Property: The Participating Agency shall be responsible for the correct use of all nonexpendable property obtained using funds provided under this agreement. The Participating Agency shall also be responsible for the implementation of adequate maintenance procedures to keep the nonexpendable property in good operating condition. D. Property Records: All nonexpendable property purchased under this agreement shall be listed in the property records of the Participating Agency. The Participating Agency shall inventory the 18 of 23  nonexpendable property in accordance with their own inventory policy, provided it is inventoried at least annually. The property records shall include, at a minimum: property identification number, description of the item(s), physical location, name, make, manufacturer, year, and/or model, manufacturers serial number, date of acquisition, and the current condition of the item. 6. Subcontracts Unless expressly approved in Section III of this agreement, or through the formal amendment process, the Participating Agency may not (1) subcontract any of the funds provided under this award to a third-party; 2) contract any of its duties or responsibilities under this award out to a third-party; or (3) assign any of the Participating Agency’s rights or responsibilities herein, unless specifically permitted by law to do so. If this award includes approval in Section III to issue subcontracts, the following conditions apply: A. Participating Agency Responsibilities: The Participating Agency agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this agreement. If Section III contains express approval to subcontract any of the work performed under this agreement it is understood by the Participating Agency that all such arrangements shall be evidenced by a written contract containing all provisions necessary to ensure the contractor’s compliance with applicable state and federal laws. The Participating Agency agrees that all subcontractors performing work under this award shall be properly trained individuals who meet or exceed any specified training qualifications. The Participating Agency further agrees that the Board shall not be liable to the contractor for all expenses and liabilities incurred under the contract and that the Participating Agency shall be solely liable to the contractor for all expenses and liabilities under the agreement between the Participating Agency and the third-party. If necessary, the Participating Agency, at its own expense, shall defend the Board against such claims. B. Subcontractor Responsibilities: Subcontractors of state financial assistance are obligated to comply with the requirements outlined in this agreement for monitoring, auditing, records retention, and financial reporting. C. Subcontractor Agreements: Agreements with subcontractors performing work under this award shall include, or be amended to include: a. A scope of work that clearly establishes the tasks and activities the subcontractor will perform. b. Specific deliverables related to the scope of work. c. The minimum level of performance required for each deliverable and the criteria that will be used to determine successful performance. d. The financial consequences that will apply if the minimum level of service is not attained. e. The financial consequences that will apply if the subcontractor fails to perform in accordance with the contract. f. Details on the rate of payment and how payments will be made by the Participating Agency to the subcontractor. D. Required Documentation: The Participating Agency shall provide the Board copies of all subcontracts executed with entities performing work under this award and a completed DFS-A2- NS Form (Recipient/Subrecipient vs. Vendor Determination) with each subcontract. This form is required by the Florida Department of Financial Services and is used to determine the nature of the relationship with the third-party and if the Florida Single Audit Act requirements apply. E. Subcontractor Invoices: Invoices submitted by a subcontractor must clearly identify the dates of service (the invoice period), a description of specific deliverables provided during the invoice period, 19 of 23  the quantity of services provided (hours or units), and the associated payment amount specified in the agreement between the Participating Agency and the subcontractor. 7. Indemnification This agreement is subject to the following indemnification-related conditions. A. Limitations of Liability: The Participating Agency shall be fully liable for the actions of its agents, employees, partners, and subcontractors in the performance of activities under this agreement and shall fully indemnify, defend, and hold harmless the State of Florida and the Board, and their officers, agents, and employees from lawsuits, actions, damages, and costs of every name and description arising from or relating to personal injury or damage to real or personal tangible property alleged to be cause in whole or in part by the Participating Agency, its agents, employees, partners, or subcontractors in the performance of activities under this agreement. The Participating Agency shall not indemnify for that portion of any loss or damages proximately cause by the negligent act or omission of the State of Florida or the Board. Further the Participating Agency shall fully indemnify, defend, and hold harmless the State of Florida and the Board from any suits, actions, damages, and costs of every name and description including attorneys’ fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret, or intellectual property right property by the Participating Agency. However, this obligation shall not apply to the Board’s misuse or modification of the Participating Agency’s products or the Board’s operation or use of the Participating Agency’s products in a manner not consistent with this agreement. If any product is the subject of an infringement suit, or in the Participating Agency’s opinion is likely to become subject to such suit, the Participating Agency may at its sole expenses procure for the Board the right to continue using the product or to modify it to become non-infringing. If the Participating Agency is not reasonably able to modify or otherwise secure the Board the right to continue using the product, the Participating Agency shall remove the product and refund the Board the amounts paid in excess of a reasonable rental rate for past use. The Board will not be liable for any royalties. The Participating Agency’s obligations under this condition with respect to any legal action are contingent upon the State of Florida or the Board giving the Participating Agency: (a) written notice any action or threatened action; (b) the opportunity to take over and settle or defend such action at the Participating Agency’s sole expense; and ( c) assistance in defending the action at the Participating Agency’s sole expense. The Participating Agency shall not be liable for any cost, expense, or compromise incurred or made by the State of Florida or the Board in any legal action without the Participating Agency’s prior consent, which shall not be unreasonably withheld. B. Sovereign Immunity: Nothing in this agreement shall be construed to affect in any way the Participating Agency’s rights, privileges, and immunities under the doctrine of sovereign immunity as set forth in s. 768.28, F.S. 8. Termination and Force Majeure This agreement is subject to the following termination-related conditions. A. Corrective Action: The Board will notify the Participating Agency in writing if corrective action is required for any area of noncompliance, nonperformance, or unacceptable performance of work under this agreement. Failure to implement the necessary corrective action, or improve performance of work, in accordance with the corrective action plan may result in termination of the agreement. B. Termination for Cause: The Board may, at its sole discretion and upon providing written notice to the Participating Agency, terminate the agreement if the Participating Agency fails to: ( a) 20 of 23  satisfactorily complete the deliverables within the project period of the agreement; ( b) maintain adequate progress, thus endangering performance of the agreement; ( c) honor any term or condition of the agreement; or (d) abide by any statutory, regulatory, or other requirement of the agreement. C. Termination for Lack of Funds: If funding for this agreement is withdrawn or redirected by the Legislature, the Board shall provide written notice to the Participating Agency at the earliest possible time. The lack of funds shall not constitute a default by the Board or the State of Florida. D. Termination for Convenience: The Board may terminate this agreement, in whole or in part, by providing written notice to the Participating Agency that it is in the Board’s or State of Florida’s best interest to do so. The Participating Agency may also terminate this agreement by providing a written notice to the Board’s grant manager that explicitly states the desire to rescind the agreement, reason for termination, and acknowledges that no further reimbursement will be paid to the Participating Agency under this award. E. Participating Agency’s Responsibilities Upon Termination: If the Board issues a notice of termination to the Participating Agency, except as otherwise specified by the Board in that notice, the Participating Agency shall: (a) stop work under this agreement on the date and to the extent specified in the notice; (b) complete performance of such part of the work the Board does not terminate (if any); (c) take such action as may be necessary, or as the Board may specify, to protect and preserve any property which is in the possession of the Participating Agency and in which the Board has or may acquire an interest; and (d) transfer, assign, or make available to the Board all property and materials belonging to the Board upon the effective date of the termination of this agreement. The Participating Agency is not entitled to recover any cancellation charges or lost profits. No extra compensation will be paid to the Participating Agency for its services in connection with such transfer or assignment. F. Severability: If any provision of this agreement, in whole or in part, is held to be void or unenforceable by a court of competent jurisdiction, that provision will be enforced only to the extend that it is not in violation of law or not otherwise unenforceable, and all other provisions remain in full force and effect. G. Survival: Any right or obligation of the Board or the