Fort Walton Beach Resolution — 2023-03 Accepting Grant Funding for Martisa Road Stromwater Project — reading text

formal amendment or change order to the Agreement. d. This Agreement may be amended, through a formal amendment or a change order, only by a written agreement between both parties. A formal amendment to this Agreement is required for changes which cause any of the following: 1) an increase or decrease in the Agreement funding amount; 2) a change in Grantee' s match requirements; 3) a change in the expiration date of the Agreement; and/ or 4) changes to the cumulative amount of funding transfers between approved budget categories, as defined in Attachment 3, Grant Work Plan, that exceeds or is expected to exceed twenty percent ( 20%) of the total budget as last approved by Department. A change order to this Agreement may be used when: 1) task timelines within the current authorized Agreement period change; 2) the cumulative transfer of funds between approved budget categories, as defined in Attachment 3, Grant Work Plan, are less than twenty percent (20%) of the total budget as last approved by Department; 3) changing the current funding source as stated in the Standard Grant Agreement; and/ or 4) fund transfers between budget categories for the purposes of meeting match requirements. This Agreement may be amended to provide for additional services if additional funding is made available by the Legislature. e. All days in this Agreement are calendar days unless otherwise specified. 3. Agreement Duration. The term of the Agreement shall begin and end on the dates indicated in the Standard Grant Agreement, unless extended or terminated earlier in accordance with the applicable terms and conditions. The Grantee shall be eligible for reimbursement for work performed on or after the date of execution through the expiration date of this Agreement, unless otherwise specified in Attachment 2, Special Terms and Conditions. However, work performed prior to the execution of this Agreement may be reimbursable or used for match purposes if permitted by the Special Terms and Conditions. Attachment 1 1 of 12 Rev. 06/ 21/ 2022 4. Deliverables. The Grantee agrees to render the services or other units of deliverables as set forth in Attachment 3, Grant Work Plan. The services or other units of deliverables shall be delivered in accordance with the schedule and at the pricing outlined in the Grant Work Plan. Deliverables may be comprised of activities that must be completed prior to Department making payment on that deliverable. The Grantee agrees to perform in accordance with the terms and conditions set forth in this Agreement and all attachments and exhibits incorporated by the Standard Grant Agreement. 5. Performance Measures. The Grantee warrants that: ( 1) the services will be performed by qualified personnel; ( 2) the services will be of the kind and quality described in the Grant Work Plan; ( 3) the services will be performed in a professional and workmanlike manner in accordance with industry standards and practices; ( 4) the services shall not and do not knowingly infringe upon the intellectual property rights, or any other proprietary rights, of any third party; and ( 5) its employees, subcontractors, and/ or subgrantees shall comply with any security and safety requirements and processes, if provided by Department, for work done at the Project Location( s). The Department reserves the right to investigate or inspect at any time to determine whether the services or qualifications offered by Grantee meet the Agreement requirements. Notwithstanding any provisions herein to the contrary, written acceptance of a particular deliverable does not foreclose Department' s remedies in the event deficiencies in the deliverable cannot be readily measured at the time of delivery. 6. Acceptance of Deliverables. a. Acceptance Process. All deliverables must be received and accepted in writing by Department' s Grant Manager before payment. The Grantee shall work diligently to correct all deficiencies in the deliverable that remain outstanding, within a reasonable time at Grantee' s expense. If Department' s Grant Manager does not accept the deliverables within 30 days of receipt, they will be deemed rejected. b. Rejection of Deliverables. The Department reserves the right to reject deliverables, as outlined in the Grant Work Plan, as incomplete, inadequate, or unacceptable due, in whole or in part, to Grantee' s lack of satisfactory performance under the terms of this Agreement. The Grantee' s efforts to correct the rejected deliverables will be at Grantee' s sole expense. Failure to fulfill the applicable technical requirements or complete all tasks or activities in accordance with the Grant Work Plan will result in rejection of the deliverable and the associated invoice. Payment for the rejected deliverable will not be issued unless the rejected deliverable is made acceptable to Department in accordance with the Agreement requirements. The Department, at its option, may allow additional time within which Grantee may remedy the objections noted by Department. The Grantee' s failure to make adequate or acceptable deliverables after a reasonable opportunity to do so shall constitute an event of default. 7. Financial Consequences for Nonperformance. a. Withholding Pam In addition to the specific consequences explained in the Grant Work Plan and/or Special Terms and Conditions, the State of Florida ( State) reserves the right to withhold payment when the Grantee has failed to perform/comply with provisions of this Agreement. None of the financial consequences for nonperformance in this Agreement as more fully described in the Grant Work Plan shall be considered penalties. b. Corrective Action Plan. If Grantee fails to correct all the deficiencies in a rejected deliverable within the specified timeframe, Department may, in its sole discretion, request that a proposed Corrective Action Plan ( CAP) be submitted by Grantee to Department. The Department requests that Grantee specify the outstanding deficiencies in the CAP. All CAPS must be able to be implemented and performed in no more than sixty ( 60) calendar days. i. The Grantee shall submit a CAP within ten ( 10) days of the date of the written request from Department. The CAP shall be sent to the Department' s Grant Manager for review and approval. Within ten ( 10) days of receipt of a CAP, Department shall notify Grantee in writing whether the CAP proposed has been accepted. If the CAP is not accepted, Grantee shall have ten ( 10) days from receipt of Department letter rejecting the proposal to submit a revised proposed CAP. Failure to obtain Department approval of a CAP as specified above may result in Department' s termination of this Agreement for cause as authorized in this Agreement. ii. Upon Department' s notice of acceptance of a proposed CAP, Grantee shall have ten ( 10) days to commence implementation of the accepted plan. Acceptance of the proposed CAP by Department does not relieve Grantee of any of its obligations under the Agreement. In the event the CAP fails to correct or eliminate performance deficiencies by Grantee, Department shall retain the right to require additional or further remedial steps, or to terminate this Agreement for failure to perform. No actions approved by Department or steps taken by Grantee shall preclude Department from subsequently asserting any deficiencies in performance. The Grantee shall continue to implement Attachment 1 2of12 Rev. 06/ 21/ 2022  the CAP until all deficiencies are corrected. Reports on the progress of the CAP will be made to Department as requested by Department' s Grant Manager. iii. Failure to respond to a Department request for a CAP or failure to correct a deficiency in the performance of the Agreement as specified by Department may result in termination of the Agreement. 8. Payment. a. Payment Process. Subject to the terms and conditions established by the Agreement, the pricing per deliverable established by the Grant Work Plan, and the billing procedures established by Department, Department agrees to pay Grantee for services rendered in accordance with Section 215. 422, Florida Statutes ( F. S.). b. Taxes. The Department is exempted from payment of State sales, use taxes and Federal excise taxes. The Grantee, however, shall not be exempted from paying any taxes that it is subject to, including State sales and use taxes, or for payment by Grantee to suppliers for taxes on materials used to fulfill its contractual obligations with Department. The Grantee shall not use Department' s exemption number in securing such materials. The Grantee shall be responsible and liable for the payment of all its FICA/ Social Security and other taxes resulting from this Agreement. c. Maximum Amount of Agreement. The maximum amount of compensation under this Agreement, without an amendment, is described in the Standard Grant Agreement. Any additional funds necessary for the completion of this Project are the responsibility of Grantee. d. Reimbursement for Costs. The Grantee shall be paid on a cost reimbursement basis for all eligible Project costs upon the completion, submittal, and approval of each deliverable identified in the Grant Work Plan. Reimbursement shall be requested on Exhibit C, Payment Request Summary Form. To be eligible for reimbursement, costs must be in compliance with laws, rules, and regulations applicable to expenditures of State funds, including, but not limited to, the Reference Guide for State Expenditures, which can be accessed at the following web address: https:// www.myfloridacfo. com/ division/aa/ state- a e ncies. e. Invoice Detail. All charges for services rendered or for reimbursement of expenses authorized by Department pursuant to the Grant Work Plan shall be submitted to Department in sufficient detail for a proper pre -audit and post -audit to be performed. The Grantee shall only invoice Department for deliverables that are completed in accordance with the Grant Work Plan. f. Interim Pa,. m Interim payments may be made by Department, at its discretion, if the completion of deliverables to date have first been accepted in writing by Department's Grant Manager. g. Final Payment Request. A final payment request should be submitted to Department no later than sixty (60) days following the expiration date of the Agreement to ensure the availability of funds for payment. However, all work performed pursuant to the Grant Work Plan must be performed on or before the expiration date of the Agreement. h. Annual Appropriation Contingency. The State' s performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. This Agreement is not a commitment of future appropriations. Authorization for continuation and completion of work and any associated payments may be rescinded, with proper notice, at the discretion of Department if the Legislature reduces or eliminates