INVITATION TO BID

BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331 ______

BID NO.: 021-018

Sealed bids for the Construction of Water And Sewer on US Highway 331 Project will be received by the Board of County Commissioners, Walton County, Florida, hereinafter referred to as "County" at:

Central Purchasing 176 Montgomery Circle DeFuniak Springs, Florida 32435

Until 10:00 A.M. LOCAL TIME on JUNE 17, 2021, for furnishing labor and materials and performing all work set forth in the Invitation to Bid, Instruction to Bidders, Bid Form, Contract Documents, which include but are not limited to Construction Plans prepared by DRMP, dated 4/7/21, consisting of Sheet Numbers G100 – G103, C100 – C123 and E1 – E5; Technical Specifications entitled Construction of Water and Sewer on US Highway 331, prepared by DRMP, dated April 2021; and Hand Auger Boring Logs for Project No. P20- 0217 with pages labeled CSH-1 through CSH-30, prepared by Southern Earth Sciences, Inc., which comprise the Bidding Documents prepared by Walton County. IMMEDIATELY FOLLOWING the scheduled closing time for the reception of bids, all bid proposals which have been submitted in accordance with the conditions of the Invitation to Bid, Instructions to Bidders and any Addenda issued in relation to this Project will be publicly opened and read aloud.

Bidder is responsible for the delivery of its bid.

Bids received after the specified day and time will not be opened.

The Purchasing Department is closed all Fridays, and also on

Monday, May 31, 2021 in observance of Memorial Day.

This project requires traffic control. Bidder shall submit a current Temporary Traffic Control (MOT) Advanced Level Certification for a Worksite Traffic Supervisor who shall be responsible for initiating, installing, and maintaining all temporary traffic control devices on the project. The Bidder’s Worksite Traffic Supervisor shall meet the requirements of current FDOT Standard Specifications 102-3 and 105-8.3.

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FEDERAL FUNDING Walton County is a pass-through entity for federal funding by the Department of the Treasury under the Resources and Ecosystems Sustainability, Tourist Opportunities, and Revived Economies of the Gulf Coast States Act of 2012 (RESTORE Act). As such, the bidder selected for award of this contract shall be subject to the Davis-Bacon Act, as amended (40 USC 3141-3148), Copeland “Anti-Kickback” Act (40 USC 3145), Contract Work Hours and Safety Standards (40 USC 3701 – 3708), Clean Air Act (42 USC 7401- 7671q.), Federal Water Pollution Control Act (33 USC 1251-1387), Debarment & Suspension (Executive Orders 12549 and 12689), the Energy Policy and Conservation Act (42 U.S.C. 6201), Byrd Anti-Lobbying Amendment (31 USC 1352) Non-Discrimination Requirements (42 USC 2000d, 42 USC 6101, 42 USC 12101, 20 USC 1681, 29 USC 794) and Rights to Inventions Made Under Contract or Agreement (37 CFR Part 401.)

Consistent with the national goal of expanding opportunities, Walton County encourages the participation of women and minorities in the construction industry and maintains and causes all Contractors to maintain compliance with 41 C.F.R. § 60-4.

SUMMARY OF WORK

A. New Water Main - Installation of approximately 15,738 +/- LF of 16" water main along US 331 from Coy Burgess Loop south for approximately 3.5 miles to the new Northwest Florida Commerce Park at Woodlawn south of DeFuniak Springs, FL. The pipeline consists of approximately 13,731 +/- LF of 16" C-900 DR-18 PVC Water Main installed via open trench, and approximately 2,007 +/- LF of fusible PVC water main installed via directional bore. The water main includes typical appurtenances associated with water main installation including valves, fittings, thrust restraints, fire hydrants, taps, air release valves, and tie-ins to existing lines, and other work as shown on the construction drawings and described in the specifications.

B. New Sewer Force Main - Installation of approximately 17,002 +/- LF of 6" force main and approximately 4,682 +/- LF of 8” force main along US 331 from a master lift station at I-10 to 3.5 miles south to the new Northwest Florida Commerce Park at Woodlawn south of DeFuniak Springs, FL. The pipeline consists of approximately 14,856 +/- LF of 6" C-900 DR-21 PVC force main and 3,301 +/- LF of 8” C-900 DR-21 PVC force main installed via open trench. The project also consists of 2,146 +/- LF of fusible 6” PVC C-900 DR-18 and 1,381 +/- LF of fusible 8” PVC C-900 DR-18 force main installed via directional bore. The force main includes typical appurtenances associated with force main installation including valves, fittings, air release valves and tie-ins to existing lines, and other work as shown on the construction drawings and described in the specifications.

C. Waste Water Pumping Stations – Installation of two pump stations consisting of 2 ~ 20 HP pumps; 2 ~ 10.5 HP pumps; pre-cast or cast-in-place concrete wet wells, valving, piping, electrical controls, SCADA, by-pass pumps and minor site work.

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There is a possibility that gopher tortoises may establish burrows within or immediately adjacent to the project work area during the construction of this project. If any gopher tortoise or burrows are identified during construction, all construction within 25 feet of the burrow must cease and the Walton County Public Works Environmental Staff must be contacted at 850-892-8108 for coordination with the Florida Fish and Wildlife Conservation Commission.

REQUIRED PERMITS

The County shall obtain the following permits: • FDEP Construction Permit for Public Water Mains • FDEP Construction Permit for Public Sewer Mains • FDEP 404 Wetland mitigation Permit • FDEP Environmental Resource Permit • FDOT Right of Way Utility Permit

The Contractor shall obtain the following permit: • FDEP Stormwater Erosion Control Permit

Drawings and Specifications may be obtained at no charge on line at https://waltoncountyclerk.sharefile.com/d-s1ba8fcb239f94835953173260674ff4c.

If a paper copy of the Drawings and Specifications is desired, it may be obtained from the Purchasing Department upon payment of FIFTEEN DOLLARS ($15.00). The Purchasing Department may be contacted at 850-892-8176 or [email protected]. Return of the documents is not required, and the amount paid for the documents is not refundable. Make check payable to the Board of County Commissioners, Walton County.

A MANDATORY pre-bid conference will be held at 9:00 A.M. on MAY 26, 2021 at the Walton County Public Works 117 Montgomery Circle DeFuniak Springs, Florida 32435

Bidders may also attend the pre-bid meeting via teleconference by dialing 850-635-0655, extension 265034.

Bidders are strongly encouraged to join the teleconference at least 10 minutes before the designated start time. If unable to join the teleconference at the number above, please call 850-892-8108 and ask to be included in the Construction of Water

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and Sewer on US Highway 331 Pre-Bid Teleconference. Attendance will be confirmed via roll call at no later than 5 minutes after the designated start time and any Bidder not present for the roll call will not be eligible to bid on the project. Bidders must remain until the conference is adjourned. The County will not accept bids from bidders arriving after attendance is confirmed or departing prior to adjournment of the pre-bid teleconference.

Each Bid must be submitted digitally on a USB THUMB DRIVE along with ONE ORIGINAL PAPER BID on the prescribed bid form and accompanied by bid security in an amount not less than five percent (5%) of the base bid amount, on the prescribed form, payable to the Board of County Commissioners, Walton County. All subcontractors and suppliers shall be declared on the prescribed Subcontractors Declaration Form.

The successful Bidder will be required to furnish the necessary additional bond(s) for the faithful performance of the Contract, as prescribed in the Contract Documents.

All Bid Bonds, Payment and Performance Bond(s), Insurance Contracts and Certificates of Insurance shall be executed by a licensed resident agent of the surety or insurance company authorized to do business in the State of Florida. Further, the Surety or insurance company shall be duly authorized and qualified to do business in the State of Florida and shall have an A. M. Best rating of VI-A or better and who is listed on the United States Treasury Department's T-list as acceptable to issue bonds for the applicable dollar amount.

The Bid may be withdrawn prior to the date and time of bid opening. Bids shall remain open and subject to acceptance for a period of thirty (30) calendar days after the date of bid opening, but the County at its sole discretion may release any Bid and Bid security. No bidder may withdraw its Bid for a period of thirty (30) calendar days after the date of Bid opening.

In order to perform work on public contracts, the successful Bidder shall have all licenses and permits required by federal, state, and local statutes, regulations and ordinances.

The County will award the bid to the lowest, most responsive responsible bidder that is most qualified to perform the job according to the specifications and qualifications listed in the Invitation to Bid. Bidders shall provide documentation that they can perform the required services along with documentation of past and present projects of this same nature, along with references. Failure to provide said documentation will result in bid being found non-responsive.

Before a Contract will be awarded for the Project contemplated herein, the County will conduct such investigations as is necessary to determine the performance record and ability of the apparent low bidder to perform the size and type of Project specified under the Contract. County reserves the right to reject bids from bidders whose Dun & Bradstreet Comprehensive Report, past work performance with the County and other

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governmental agencies, including timeliness of completion of projects and history of payment to subcontractors or materialmen are deemed by the County to be unsatisfactory. The Bidder shall submit with its bid detailed written evidence of experience and current commitments necessary to a llow the County to evaluate the bidder's qualifications. Failure to do so will result in bid being found non-responsive.

In the event the apparent low bid submitted by a responsive, responsible bidder exceeds the County's budget for the Project, the County reserves the right to value engineer the published scope of work in order to effect deductive cost changes. In light of the modified scope of work, the County shall review the three lowest bids submitted by responsive, responsible bidders in order to select one bidder to whom to award the contract.

The County reserves the right to reject any or all Bid(s), and may postpone the award of the Contract for a period of time which shall not extend beyond thirty (30) calendar days from the bid opening date.

A person or an affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of thirty-six (36) months from the date of being placed on the convicted vendors list.

Walton County, as a political subdivision of the State of Florida, shall comply with Executive Order Number 11-02, dated January 4, 2011, and shall require that contractors utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of: (a) all persons employed during the contract term by the contractor to perform employment duties within Florida; and (b) all persons (including subcontractors) assigned by the contractor to perform work pursuant to the contract with the County.

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INSTRUCTIONS TO BIDDERS

BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331 ______BID NO.: 021-018

DEFINED TERMS

The term "Bidder" shall mean one who submits a Bid directly to the County, as distinct from a sub-bidder, who submits a bid to a Bidder. The term "Responsible and Responsive Bidder" means a person or entity who has submitted a bid which conforms in all material respects to the requirements set forth in the Bidding Documents and has the capability, in all respects, to perform fully the contract requirements, and the tenacity, perseverance, experience, integrity, reliability, capacity, facilities, equipment, and credit which will assure good faith performance. The term "Bidding Documents" includes the Invitation to Bid, Instructions to Bidders, Construction Contract, the Bid Form, Construction Plans prepared by DRMP, dated 4/7/21, consisting of Sheet Numbers G100 – G103, C100 – C123 and E1 – E5; Technical Specifications entitled Construction of Water and Sewer on US Highway 331, prepared by DRMP, dated April 2021; and Hand Auger Boring Logs for Project No. P20-0217 with pages labeled CSH-1 through CSH-30, prepared by Southern Earth Sciences, Inc., (including all addenda issued prior to receipt of Bids). The term “A sealed bid” shall mean a bid which has been placed in an envelope and closed in such a manner that requires the closure be broken in order to open the envelope, and would likely reveal tampering if an attempt were made to open the bid before bid opening.

COPIES OF BIDDING DOCUMENTS

1. Complete sets of the Bidding Documents stated in the Invitation to Bid may be obtained on line at no charge at https://waltoncountyclerk.sharefile.com/d- s1ba8fcb239f94835953173260674ff4c.

2. If paper copies of the complete sets of Bidding Documents stated in the Invitation to Bid are desired, they may be obtained from Central Purchasing upon payment of FIFTEEN DOLLARS ($15.00). Purchasing may be contacted at 850-892- 8176 or [email protected]. Make check payable to the Board of County Commissioners, Walton County. The price paid for the documents is not refundable.

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3. Complete sets of Bidding Documents must be used in preparing bids; neither the County nor Engineer assumes any responsibility for errors or misinterpretations resulting from the use of incomplete sets of Bidding Documents.

4. The County and Engineer in making copies of Bidding Documents available on the above terms do so only for the purpose of obtaining Bids on the Project and do not confer a license or grant for any other use.

QUALIFICATIONS OF BIDDERS

To demonstrate qualifications to perform the Project, each Bidder shall submit with their bid detailed written evidence of experience completing projects of the nature and scope similar to the project described in this Invitation to Bid, documentation of current commitments, a copy of all applicable occupational and state contractor licenses, and such information as is required in the Questionnaire. Each Bidder must also be prepared to submit within five (5) business days of the County's request, written evidence, such as licenses, financial data, previous experience, present commitments and other such data as may be requested by the County. Each Bid must contain evidence of Bidder's qualification to do business in the State of Florida. Specifically, the Bidder shall have all licenses and permits required by federal, state, and local statutes, regulations and ordinances.

EXAMINATION OF CONTRACT DOCUMENTS AND SITE

1. It is the responsibility of each Bidder before submitting a Bid, to (a) examine the Contract Documents thoroughly, (b) visit the site to become familiar with local conditions that may affect cost, progress, performance or completion of the Project, including the time and cost in obtaining any necessary fee or permit (c) consider federal, state and local laws and regulations that may affect cost, progress, performance or completion of the Project (d) study and carefully correlate Bidder's observations with the Contract Documents, (e) notify the County of any conflicts, errors or discrepancies in the Contract Documents, and (f) attend any mandatory pre-bid meeting. The County does not assume responsibility for the accuracy or completeness of the Contract Documents or for any additional reports, drawings and specifications that may be made available for viewing by the County to any Bidder on request.

2. Before submitting a Bid, each Bidder will, at the Bidder's own expense, make or obtain any additional information and data which pertain to the physical conditions (surface, subsurface, underground facilities) at or contiguous to the site which may affect cost, progress, performance or completion of the Project and which Bidder deems necessary to determine its bid for performing and completing the Project in accordance with the time, price and other terms and conditions of the Contract Documents.

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3. On request, in advance, the County will provide each Bidder access to the site to conduct such explorations and tests as each Bidder deems necessary for submission of a Bid. Bidder shall fill all holes, clean up and restore the site to its former condition upon completion of such explorations.

4. Temporary construction facilities and storage of materials and equipment will be provided by Bidder.

5. The submission of a Bid will constitute an incontrovertible representation by Bidder that Bidder has complied with every requirement of these Instructions to Bidders including visiting the site to become familiar with local conditions that may affect the cost, progress, performance or completion of the Project; that without exception the Bid is premised upon performing and furnishing of the labor, services, equipment and materials required by the Contract Documents in accordance with such means, methods, techniques, sequences or procedures of construction as may be indicated in or required by the Contract Documents; and that the Contract Documents are sufficient in scope and detail to indicate and convey understanding of all terms and conditions for performance and completion of the Project.

INTERPRETATIONS AND ADDENDA

1. All questions about the meaning or intent of the Contract Documents are to be directed in writing to the County Purchasing Agent. DIRECTING QUESTIONS TO ANY OTHER COUNTY STAFF, PROJECT ENGINEER, OR ANY OTHER PERSON IS PROHIBITED AND WILL RESULT IN BID BEING DISQUALIFIED. Interpretations or clarifications considered necessary by the County in response to such questions will be issued by Addenda disseminated to all parties recorded as having received the Bidding Documents. QUESTIONS MUST BE SUBMITTED TO PURCHASING NO LATER THAN 12 O’CLOCK NOON ON JUNE 7, 2021. Only questions answered by formal written Addenda will be binding. Oral and other interpretations or clarifications will be without legal effect.

2. Addenda may be issued to modify the Bidding Documents as deemed appropriate by the County.

BLACKOUT PERIOD

The period between the end of the advertisement for the Invitation to Bid, and the contract award, or any resulting bid protest is resolved, or the solicitation is otherwise canceled is referred to as the Blackout Period. During the blackout period any communication regarding the aforementioned solicitations is prohibited between the bidder(or its agents or representatives) or other entity with the potential for a financial interest in the award (or their respective agents or representatives) regarding such competitive solicitation, and any County Commissioner or County employee, selection

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committee member or other persons authorized to act on behalf of the Board including the County’s Architect, Engineer or their sub consultants, or anyone designated to provide a recommendation to award a particular contract, other than Purchasing Division staff. Each competitive solicitation shall provide notice of the blackout period.

1. Exceptions to the Blackout Period The blackout period shall not apply to: a. Communications at any public proceeding or meeting, including pre-bid conferences, selection committee presentations or pre- award meetings b. Communications during contract negotiations between designated County employees and the intended contract awardee. c. Communication with a vendor by a Purchasing Division employee following the bid opening to clarify the vendor’s bid or intended scope of services. d. Communication following the filing of a protest between the protesting party and the Purchasing Division, County Administrator’s Office and the County Attorney’s Office, during the dispute resolution process. e. Purchases exempt from competitive selection, sole source procurements, single source procurements, and emergency procurements, as defined in Walton County Board of County Commissioners Purchasing Policy and Procedure manual. f. Communications with existing vendors in the performance of existing contracts

BID SECURITY

1. Each Bid must be accompanied by Bid security in an amount of five percent (5%) of the Bidder's base bid price made payable to Board of County Commissioners, Walton County, and in the form of a certified bank check or a Bid Bond on the form attached, issued by a surety authorized to conduct business in the State of Florida and having an A. M. Best rating of VI-A or better and who is listed on the United States Treasury Department's T-list as acceptable to issue bonds for the applicable dollar amount.

2. The Bid security of the Successful Bidder will be retained until such Bidder has executed the Contract, and has furnished the required Performance and Payment Bond(s) and Certificates of Insurance. If the Successful Bidder fails to execute and deliver the Contract, or furnish the required Performance and Payment Bond(s) and Certificates of Insurance, within ten (10) calendar days after the Notice of Award, the County may annul the Notice of Award and the Bid security of that Bidder will be forfeited. The Bid security of other Bidders may be retained by the County until ten (10)

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calendar days after the Notice of Award, whereupon Bid security furnished by such Bidders will be returned.

3. Failure to submit an appropriate Bid security shall result in the Bid being declared unresponsive.

SUBSTITUTE OR "OR-EQUAL" ITEMS

The use of brand names is for the purpose of describing the standard of quality, performance, and characteristics desired and is not intended to limit or restrict competition. Equipment or materials determined by the County to be substantially equivalent to that equipment or materials specified by brand name will be considered for award.

CONTRACT TIME AND LIQUIDATED DAMAGES

Contractor shall substantially complete the Project within ONE HUNDRED FIFTY (150) calendar days of issuance of the Notice to Proceed. Final completion of the project shall be accomplished within THIRTY (30) calendar days from the date a punch list of the remaining items to be completed is issued by the County. Failure to achieve substantial completion within the designated time may result in the County imposing liquidated damages in the amount of SIX THOUSAND FIVE HUNDRED AND 00/100THS DOLLARS ($6,500.00) per day. Failure to achieve final completion within the designated time may result in the imposition of liquidated damages of THREE THOUSAND TWO HUNDRED FIFTY AND 0/100THS DOLLARS ($3,250.00) per calendar day and shall accrue until Application for Final Payment has been approved by the County, These liquidated damages represent a reasonable estimate of the County’s extra expenses and losses for denied use of the facility, financing costs, additional extended overhead, and any lost revenues. These liquidated damages do not constitute a penalty or forfeiture.

BID FORM

1. The Bidder shall use the Bid Form included with the Bidding Documents. Failure to use the Bid Form shall result in the Bid being declared un-responsive. All blanks on the Bid Form must be completed in ink or by typewriter.

2. Bids by corporations must be executed in the corporate name by the president or a vice-president (or other corporate officer accompanied by evidence of authority to sign), and the corporate seal must be affixed and attested. The corporate address and state of incorporation must be shown below the signature.

3. Bids by partnerships must be executed in the partnership name and signed by a partner, whose title must appear under the signature, and the official address of the partnership must be shown below the signature.

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4. All bids shall be notarized and names must be typed or printed below the signature. The Bid shall contain an acknowledgement of receipt of all Addenda (the numbers of which must be filled in on the Bid Form). The contact person, address and telephone number for communications regarding the Bid must be shown.

5. Each bid must be accompanied by a Public Entity Crimes Form (PUR 7068), Certificate of Compliance with the Trench Safety Act, Section 553.60, Florida Statutes, et. seq., Questionnaire, Drug Free Workplace Certification, and a Subcontractor Declaration on the form provided stating the name, type of work to be performed, and percent of the total Base Bid from each subcontractor scheduled to perform more than 2% of the Project.

SUBMISSION OF BIDS

Bids shall be submitted on a USB thumb drive along with ONE original paper bid at the time and place indicated in the Invitation to Bid and shall be enclosed in an opaque sealed envelope, marked with the Project title (and, if applicable, the designated portion of the Project for which the Bid is submitted) and name and address of the Bidder and accompanied by the bid security, Public Entity Crimes Statement (PUR 7068), Certificate of Compliance with the Trench Safety Act (if applicable), Subcontractors Declaration, Drug Free Workplace Certification, Conflict of Interest Disclosure Form, Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion, and other required documents. The Bid submission shall bear the notation "BID ENCLOSED" on the face of the envelope in large and conspicuous letters. Bidder is solely responsible for ensuring and verifying that its bid is in fact delivered to and received by the County by the submission deadline.

MODIFICATION AND WITHDRAWAL OF BIDS

1. Bids may be modified or withdrawn by an appropriate document duly executed (in the manner that a Bid must be executed) and delivered to the place where Bids are to be submitted at any time prior to the opening of Bids.

2. Bids may not be withdrawn for a period of thirty (30) calendar days after the date of bid opening.

BIDS TO REMAIN OPEN SUBJECT TO ACCEPTANCE

All bids shall remain open and subject to acceptance for a period of thirty (30) calendar days after the date of Bid opening, but the County at its sole discretion may release any Bid and return the Bid security prior to that date.

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AWARD OF CONTRACT

1. The County reserves the right to reject any and all bids for any reason or for no reason as may be deemed necessary by the County to be in its best interest, including but not limited to bids from any contractor who has failed to successfully complete a previous project to the satisfaction of the County. The County further reserves the right to waive any and all informalities, and reserves the right to reject all nonconforming, unresponsive, unbalanced or conditional Bids. The County reserves the right to reject the Bid of any Bidder if the County believes that it would not be in the best interest of the Project to make an award to that Bidder, because the Bid is not responsive or responsible, or the Bidder is unqualified or of doubtful financial ability or fails to meet any other pertinent standard or criteria established by the County. Discrepancies in the multiplication of units of work and unit prices will be resolved in favor of the unit prices. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resolved in favor of the correct sum. Where numeric data is given both in Arabic numerals and in written language, and where there exists a discrepancy between an Arabic numeral and written language, the written language shall be presumed to be correct and the Arabic numeral presumed incorrect.

2. The County reserves the right to delete any Bid items and the total Bid shall be determined as the sum of the Bid items awarded. In evaluating Bids, the County will consider the qualifications of the Bidders, whether or not the Bids comply with the prescribed requirements, time of completion and other data, as may be requested in the Bid Form or prior to the Notice of Award. The County may conduct such investigations as the County deems necessary to assist in the evaluation of any Bid and to establish the responsibility, qualifications and financial ability of Bidders, proposed Subcontractors, Suppliers and other persons and organizations to perform and complete the Project in accordance with the Contract Documents to the County's satisfaction within the prescribed time. The County may consider the operating costs, maintenance requirements, performance data and guarantees of major items of materials and equipment proposed for incorporation in the Project when such data is required to be submitted prior to Notice of Award.

If the contract is to be awarded, it will be awarded to the responsible and responsive Bidder submitting the lowest bid whose evaluation by the County indicates to the County that the award will be in the best interest of the Project. The County will give the Successful Bidder a Notice of Award within thirty (30) days after the day of the Bid opening.

BID PROTEST

Any person or entity whose bid is rejected, in whole or in part, or who submits a bid but is not awarded the contract, may protest such decision. Written notice of intent to file a bid protest must be submitted with the Purchasing Agent or Finance director within twenty-four (24) hours after the Board’s declaration of its intention with regard to

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an award. Written protest must be submitted to Purchasing Agent or Finance Director within ten (10) calendar days after filing written notice of intent.

Each written protest must be accompanied by a bid protest bond in the form of a certified check, cashier’s check or money order made payable to the Board of County Commissioners, in an amount not less than five percent (5%) of the lowest responsible bid / proposal received by the County.

The condition of the protest bond shall be that, should the protest be determined to be without merit and non-valid, the bond shall be forfeited to the County in its entirety

PUBLIC ENTITY CRIMES

A person or an affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of thirty-six (36) months from the date of being placed on the convicted vendors list.

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BID FORM & SCHEDULE

TO: BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA Post Office Box 1355 DeFuniak Springs, Florida 32435

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331 ______BID NO.: 021-018

The County's contact person for additional information on this proposal:

Name: Glyndol Johnson, Purchasing Agent

Telephone Number: 850-892-8176 FAX Number: 850-892-8145

Email Address: [email protected]

Contractor's contact person for additional information on this bid (please provide)

Name: ______Title: ______Address: ______

City/State/Zip: ______

Phone: ______FAX ______

BIDDER'S DECLARATION AND UNDERSTANDING

The undersigned, hereinafter referred to as the "Bidder," declares that the only persons or parties interested in this bid proposal are those named herein, that this bid proposal is, in all respects, fair and without fraud, that it is made without collusion with any employee or official of the County, and that the bid proposal is made without any connection or collusion with any person submitting another bid proposal on this Project.

The Bidder further declares that it has visited the Project site, inspected the plans and specifications, examined all the Contract Documents, and has satisfied itself to the quantities involved, including materials and equipment and the conditions of work involved, including the fact that the description of work and materials, as included herein, is brief and

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is intended only to indicate the general nature of the Project and to identify the said quantities with the detailed requirements of the Contract Documents, and this bid proposal is made according to the provisions and under the terms of the Contract Documents which are made a part of this bid proposal.

CONTRACT EXECUTION, CERTIFICATES OF INSURANCE AND BONDS

If this Bid is awarded to Bidder, Bidder agrees to acknowledge the terms and conditions of the Contract and return a signed Contract with any required Performance and Payment Bond(s) and Certificates of Insurance to the County, within TEN (10) calendar days after Notice of Award. Failure to do so will result in loss of surety.

START OF CONSTRUCTION AND CONTRACT COMPLETION TIME

The Bidder further agrees to begin work on the Project within TEN (10) calendar days after the date of issuance of the Notice to Proceed, to substantially complete the Project within ONE HUNDRED FIFTY (150) calendar days of issuance of the date of the Notice to Proceed, and to finally complete the Project within THIRTY (30) calendar days from the date a punch list of remaining items is issued by the County. The Contractor shall comply with all specific completion dates and sequences indicated elsewhere in the Contract Documents.

ADDENDA

The bidder hereby acknowledges that it has received Addenda No.'s ______, ______, ______, (Bidder shall insert No. of each Addendum received) and agrees that all addenda issued are hereby made part of the Contract Documents, and the bidder further agrees that this bid proposal(s) includes all impacts resulting from said addenda.

SALES AND USE TAXES

The Bidder agrees that any and all applicable federal, state and local sales and use taxes that are incurred by the Bidder are included in the stated bid price for the Project. The County is tax exempt from federal excise and state sales tax.

UNIT PRICE BID FOR THE CONSTRUCTIN OF WATER AND SEWER ON US HIGHWAY 331 PROJECT.

If awarded the contract, the Bidder agrees to accept as full payment for the work proposed under this Project, as specified in the Contract Documents which include but are not limited to Construction Plans prepared by DRMP, dated 4/7/21, consisting of Sheet Numbers G100 – G103, C100 – C123 and E1 – E5; Technical Specifications entitled Construction of Water and Sewer on US Highway 331, prepared by DRMP, dated April 2021; and Hand Auger Boring Logs for Project No. P20-0217 with pages labeled CSH-1

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through CSH-30, prepared by Southern Earth Sciences, Inc., and based upon the undersigned's own estimate of the quantities and costs, including the cost of any necessary fee or permit, the following lump sum of:

______Dollars and

______Cents ($______). BIDDER

The name and address of the Bidder submitting this Bid is:

Name: ______

Title: ______Address: ______City/State/Zip: ______which is the address to which all communications concerned with the Bid and with the Contract shall be sent.

The names of the principal officers of the corporation submitting this bid proposal, or of the partnership, or of all persons interested in this bid proposal as principals are as follows:

______

______

______

______

DATED this ____ day of ______, 2021.

BIDDER: ______CORPORATE SEAL IF APPLICABLE By: ______Printed Name: ______As Its: ______Address: ______

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IF NOT A CORPORATION

STATE OF FLORIDA COUNTY OF

______(Name of Bidder) ______(Title) of (Address) ______, ______, Florida ______, to me well known to be the person described herein or has produced ______as identification and who executed the foregoing instrument by means of ☐ physical presence or ☐ online notarization, and who acknowledges that said execution was done freely and voluntarily for the uses and purposes therein expressed.

Witness my hand and seal this ___ day of ______, 2021.

______NOTARY PUBLIC [SEAL] Commission No: ______

My Commission Expires: ______

IF CORPORATION

STATE OF FLORIDA COUNTY OF

______(Name of Bidder) ______(Title) of (Address) ______, ______, Florida ______, to me well known to be the person described herein or has produced ______as identification and who executed the foregoing instrument by means of ☐ physical presence or ☐ online notarization, and who acknowledges that they did so as officer(s) of said corporation all by and with the authority of the Board of Directors of said corporation.

Witness my hand and seal this ___ day of ______, 2021.

______NOTARY PUBLIC [SEAL] Commission No: ______

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BID SCHEDULE NOTE: BIDS shall include sales tax and all other applicable taxes and fees. This is a UNIT PRICE BID. The following Bid Schedule is intended as a general recap of the work involved, it is NOT an all-inclusive detail of everything required to do this job. It is the contractor’s responsibility to carefully review the plans, specifications, and project to determine what is needed to do the whole job, and to reflect this in his UNIT PRICE BID. This basis of award will be the total base bid for the project. IF DURING THE BID PROCESS, THE CONTRACTOR NOTICES A DISCREPANCY BETWEEN THE WORK REQUIRED AND THIS BID SCHEDULE HE MUST BRING IT TO THE ENGINEER’S ATTENTION BEFORE THE BID DATE. ITEM PAY QUANTITY UNIT UNIT PRICE TOTAL COST # ITEM DESCRIPTION 1. 0101-1 Mobilization 1 LS 6" C900 DR18 FM FPVC 2. SP-1 Directional Drilling (3 total) 2146 LF 16" C900 DR18 WM FPVC 3. SP-2 Directional Drilling (2 total) 2007 LF 16" C900 DR18 PVC Water Main 4. SP-3 Open Cut (3.5' D.O.C.) 13,731 LF 6" C900 DR21 PVC FM Open Cut 5. SP-4 (~3' D.O.C.) 14,856 LF 6. 1050-31206 6" Utility Pipe PVC 52 LF 7. 1050-31206 8" Utility Pipe PVC 40 LF 16" x 10" Tapping Sleeve and 8. SP-5 Valve 1 EA 9. SP-6 16" x 8" Tapping Sleeve and Valve 1 EA 10. SP-7 16" Gate Valve & Box 5 EA 11. SP-8 8" Gate Valve & Box, Sewer 5 EA 12. SP-9 6" Gate Valve & Box, Sewer 17 EA Air Release Valve 16" X 3", 13. SP-10 Complete 7 EA 14. SP-11 Air Release Valve 8"x2", Complete 4 EA 15. SP-12 Air Release Valve 6"x2", Complete 9 EA 16. SP-13 Fire Hydrant Assembly, Complete 4 EA Domestic Water Service, 17. SP-14 Complete, Pump Station 2 EA Pipe Culvert, Optional material, 18. 0430175124 Round, 24" S/CD 134 LF Mitered End Section, Optional 19. 0430982129 Round, 24" CD 2 EA 20. 0102-1 Maintenance of Traffic 50 DA 21. 0104-10-18 Inlet Protection 15 EA 22. 0104-10-3 Sediment Barrier 10,000 LF 23. 0107-1 Litter Removal 17 AC 24. 0107-2 Mowing 17 AC 25. 0110-1-1 Clearing & Grubbing 17 AC 26. 0110-4-10 Removal of Existing Concrete 29 SY Turnout Construction- 27. 0286-2 Asphalt/Driveway Base- Asphalt Material 513 SY 28. 0285-706 Optional Base, Base Group 6 842 SY Superpave Asphaltic Conc, Traffic 29. 0334-1-12 B 69.5 TN Concrete Sidewalk and Driveways, 30. 0522-2 6" Thick 29 SY 31. 0570-1-1 Performance Turf 83,120 SY

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ITEM PAY QUANTITY UNIT UNIT PRICE TOTAL COST # ITEM DESCRIPTION Testing and Disinfenction, 32. SP-15 Watermain 1 LS Testing and Inspection, Forcemain 33. SP-16 and Pump Stations 1 LS 34. SP-17 Pump Station, Complete 2 EA 35. SP-18 Sanitary Sewer Manhole 3 EA Electrical Service Disconnect - 100 36. SP-19 amp Breaker 2 EA Electrical Installation - conduit & 37. SP-20 wire, panel supports, by-pass pump foundation, light pole 1 LS Electrical & Controls - SCADA 38. SP-21 System - supply & install in Control Panel 2 EA Performance and Payment Bond 39. SP-22 Premiums and Insurance 1 LS 40. SP-23 Field Layout and Record Drawings 1 LS Subsurface Investigation and Utility 41. SP-24 Coordination 1 LS 8" C900 DR18 FM FPVC Bid Alt -1 Directional Drilling (2 total) 1381 LF 8" C900 DR21 PVC FM Open Cut Bid Alt -2 (~3' D.O.C.) 3,301 LF Total:

NOTE: The unit prices listed above will be used as the basis for computing the value of any change orders either additive or deductive. THE OWNER RESERVES THE RIGHT TO REJECT ANY OR ALL BIDS.

Page 6 of 7

BID NAME: CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

BID NO.: 021-018

BID AMOUNT: $______Dollars and cents ($______)

BIDDER: ______

Respectfully submitted:

______Signature Address

______Title Date

______License Number (if applicable)

(SEAL – if bid is by a corporation)

ATTEST:

______

W:\Board of County Commissioners\Legal Services\Legal\CONTRACTS\2021 Procurement\US 331 Water Page 7 of 7 & Sewer Project\3 - Bid Form & Schedule.doc

FLORIDA BID BOND

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

BOND NO. ______

AMOUNT: $______

KNOW ALL MEN BY THESE PRESENTS, that ______, hereinafter referred to as the "Principal", and ______, a corporation duly organized under the laws of the State of Florida having its principal place of business at ______in the State of ______and authorized to do business in the State of Florida, as Surety, are held and firmly bound unto Walton County, Florida, a political subdivision of the State of Florida, hereinafter referred to as the "Obligee", in the full and just sum of 5% of the Contract Price, as lawful money of the United States of America, the payment of which we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

CONDITION OF THIS BOND:

WHEREAS, the Principal contemplates submitting or has submitted a bid to the Board of County Commissioners, Walton County, Florida for the furnishing of all labor, materials (except those specified to be furnished by the County), equipment, machinery, tools, apparatus, means of transportation for, and the performance of the work covered in the proposal, Construction Plans prepared by DRMP, dated 4/7/21, consisting of Sheet Numbers G100 – G103, C100 – C123 and E1 – E5; Technical Specifications entitled Construction of Water and Sewer on US Highway 331, prepared by DRMP, dated April 2021; and Hand Auger Boring Logs for Project No. P20-0217 with pages labeled CSH-1 through CSH-30, prepared by Southern Earth Sciences, Inc.

WHEREAS, it was a condition precedent to the submission of said bid that a cashier's check, certified check, or bid bond in the amount of 5% of the Contract Price be submitted with said bid as a guarantee that the Bidder would, if awarded the Contract, enter

Page 1 of 2

into a written Contract with the County for the performance of said Contract, within TEN (10) consecutive calendar days after written notice is given of the award of the Contract.

NOW, THEREFORE, the conditions of this obligation are such that if the Principal, within TEN (10) consecutive calendar days after written notice of such acceptance, enters into a written Contract with the Board of County Commissioners, Walton County, Florida and furnishes the Performance and Payment Bonds, each in an amount equal to 100% of the bid selected by the County, satisfactory to the County, then this obligation shall be void; otherwise the sum herein stated shall be due and payable to the Board of County Commissioners, Walton County, Florida and the Surety herein agrees to pay said immediately upon demand to the County in good and lawful money of the United States of America, as liquidated damages, and not a penalty, for failure thereof of said Principal. Should litigation be necessary to enforce any term or provision of this Bid Bond or to collect any portion of the amount payable under this Bid Bond, then all litigation and collection expenses, witness fees, court costs and attorney's fees shall be paid to the prevailing party.

Signed and sealed this ____ day of ______, 2021.

______PRINCIPAL SURETY

BY: ______BY: ______ATTORNEY-IN-FACT

______TYPED NAME & TITLE TYPED NAME & TITLE

Page 2 of 2

CONTRACT FOR CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331 ______

CONTRACT NO.: 021-018

THIS CONTRACT is made this _____ day of ______, 2021, between WALTON COUNTY, FLORIDA, a political subdivision of the State of Florida, whose address is 76 North Sixth Street, DeFuniak Springs, Florida 32433, ("County"), and ______, a Florida corporation/limited liability company, [OR a foreign corporation/limited liability company authorized to do business in the State of Florida] whose address is ______, ("Contractor").

WITNESSETH: That for and in consideration of the payments and agreements hereinafter mentioned, to be made and performed by the County, the Contractor hereby agrees with the County to commence and complete the Construction of Water and Sewer on US Highway 331 Project as described in the plans, drawings, specifications and other documents contained in the Contract Documents, hereinafter referred to as the "Project".

ARTICLE 1. SCOPE OF WORK. The Contractor’s duties and responsibilities are as follows.

A. The furnishing of all services, labor, equipment and material necessary to complete the Construction of Water and Sewer on US Highway 331 Project. The Project shall be performed in strict accordance with the Contract Documents.

B. Contractor shall supervise and direct work on the Project competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to complete the Project in accordance with the Contract Documents. Contractor shall be solely responsible for the means, methods, techniques, sequences and procedures of construction unless otherwise provided in the Contract Documents. Contractor shall be responsible to see that the finished Project complies strictly with the Contract Documents. Contractor shall perform the work on the Project in such a manner as to cause a minimum of inconvenience to the public, travel, and adjoining property owners.

C. Contractor shall provide all labor, material, equipment, tools, machinery, utilities, insurance and supplies necessary for the construction of the Project in accordance with the Contract Documents.

D. All materials and equipment shall be of good quality and new, except as otherwise provided in the Contract Documents. If required by Project Engineer, Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 1 of 21

Contractor shall furnish satisfactory evidence (including reports of required tests) as to the kind and quality of material and equipment. All material and equipment shall be applied, installed, connected, erected, used, cleaned, and conditioned in accordance with instruction of the applicable supplier, except as otherwise provided in the Contract Documents.

E. The Contractor shall solely and without qualification be responsible for all construction methods and results, for use of equipment and personnel, and for the safety of its employees and other persons, and for the protection of public and private property. The County shall have no right to hire or fire, nor any power of supervision or direction, over the construction methods, nor over use of equipment or personnel unless otherwise provided in the Contract Documents, nor for Contractor's compliance with Local, State, and Federal laws and regulations in completing the Project.

F. The Contractor is bound by the terms and conditions of the Triumph Gulf Coast Inc. Agreement for Project No. 190 and the Federally Funded Grant Agreement between the U.S. Department of Treasury (“Treasury”) and Walton County, Grant No. 1 RDCGR250116-01-00. Copies of both funding agreements are attached hereto as Exhibit A.

The Contractor shall comply with all applicable federal, state, and local rules and regulations in providing services to the County under this Contract. The Contractor acknowledges that this requirement includes compliance with all applicable federal, state, and local health and safety rules and regulations. The Contractor further agrees to include this provision in all subcontracts issued as a result of this Contract.

G. The Contractor shall comply with the Florida Historical Resources Act (Chapter 267, Florida Statutes), the regulations of the appropriate historic preservation boards, as applicable, and protect against potential loss and destruction of significant scientific, historical and archaeological data, sites and properties in connection with the Project.

H. The Contractor shall maintain at the Project job site a full-time superintendent who will devote 100% of his or her working hours to this Project. Contractor shall provide competent, suitably qualified personnel to construct the work as required by the Contract Documents. Contractor shall at all times maintain good discipline, order and safety at the site. Except as otherwise indicated in the Contract Documents, all work at site shall be performed during daylight hours, Monday through Friday. Contractor will be permitted to work on weekends, but will not perform work on any FDOT recognized holiday without the County’s consent and prior notice to Project Engineer.

I. The Contractor shall be responsible for the receiving, unloading, handling and storage of any equipment or materials supplied or utilized by the Contractor hereunder. Contractor shall store equipment and materials, as necessary, only in those areas designated by the County. The Contractor shall be responsible for all storage Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 2 of 21

costs and expenses, including costs of any relocation of stored material directed by County. Materials and equipment shall be kept neatly piled and compactly stored in such locations that will cause a minimum of inconvenience to public travel and adjoining property owners.

J. The Contractor shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the site in accordance with all applicable Laws and Regulations.

K. The Contractor shall clean the project site during progress of the work, and at completion of the Project. Waste materials, debris and rubbish shall be removed from the site periodically and disposed of at a legal disposal area away from the site.

L. The County may undertake to award other contracts for additional work, and the Contractor shall fully cooperate with other contractors and County employees and carefully coordinate his own work to such additional work as may be directed by the County. The Contractor shall not commit or permit any act which will interfere with the performance of work by any other contractor or by County employees.

M. Any discrepancies found between the drawings and specifications and site conditions or any inconsistencies or ambiguities in the drawings or specifications shall be immediately reported to the County who shall promptly correct such inconsistencies or ambiguities in writing. Any work done by Contractor after such findings, until authorized, will be done at Contractor’s risk.

N. The use of Global Navigation Satellite Systems (GNSS) is considered a “means and methods” choice of the contractor. If used, the Florida Department of Transportation Specifications 5-7.6 and 5-7.7 must be followed. All costs of performing layout work is to be included in the Contract unit prices for the various items of work that require layout. Any costs incurred due to in progress changes to the model are the responsibility of the contractor.

Omissions from the drawings and specifications or the misdescription of details of work which are manifestly necessary to carry out the intent of the drawings and specifications, or which are customarily performed, shall not relieve the Contractor from performing such omitted or misdescribed details of the work, but they shall be performed as if fully and correctly set forth and described in the drawings and specifications.

It is understood that the Contractor has, by personal examination and inquiry, satisfied himself as to the local conditions and as to the meaning, requirements, and reservations of the specifications and drawings.

Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 3 of 21

ARTICLE 2. COMPENSATION. A. Total unit price compensation for the Scope of Work of this Contract shall not exceed the amount of ______and __/100THS DOLLARS ($______). All costs and expenses of the work contemplated by the Project described in these Contract Documents shall be considered as part of the general cost of doing the work and are included in the compensation.

B. Within 20 calendar days after the execution of the Contract, the Contractor shall submit an initial (baseline) Progress Schedule using software generally accepted in the construction industry. The schedule shall be submitted to the County for approval prior to the first Application for Progress Payment. The Progress Schedule shall be updated and submitted with each Application for Progress Payment. Failure on the part of the Contractor to progress with the Project in strict accordance with the Progress Schedule shall constitute grounds for retaining 5% of the progress payments during the period the Contractor is not progressing in strict accordance with the Project Schedule.

C. Within 20 calendar days of execution of this Contract but not less than 15 calendar days before the first Application for Progress Payment is to be submitted, Contractor shall submit to County a Schedule of Values covering various general and specific tasks enumerated by the County. The Schedule of Values shall contain for each enumerated task an estimate of the value that may be ascribed to completion of the task. Said Schedule of Values must be approved by the County prior to the payment of the first Application for Progress Payment. Failure to provide a Schedule of Values acceptable to the County shall result in a delay of first payment until an acceptable Schedule of Values is submitted and approved by County.

D. Payments shall be made in accordance with the Florida Prompt Payment Act. 1. On the 20th day of each month Contractor shall submit to the Project Engineer for review and approval an Application for Progress Payment, and shall submit a revised Progress Schedule and updated As-Built drawings of the Project. The Application for Progress Payment shall specify the value of the work performed on the Project to date, the value of the materials stored on site at the close of this period, the amount of the previous progress payment(s) and the amount retained. 2. Upon verification by the Project Engineer that the work on the Project specified in the Application for Progress Payment has been completed, the Project Engineer shall approve the application and submit the same to the County Finance Director. The Application for Progress Payment, approved by the Project Engineer, will be deemed received by the County on the date the Application for Progress Payment, is stamped as received by the County Finance Director. Notwithstanding the Project Engineer's approval of the Application for Progress Payment, the County shall retain the right to reject the application within twenty (20) business days of the date the approved application is stamped as received by the County Finance Director. Such rejection shall be in writing and shall specify the deficiency and action necessary to make the application Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 4 of 21

proper. The County shall pay Contractor for Ninety Five percent (95%) of the value of the work completed on the Project; five percent (5%) shall be retained by the County. The value of the work completed on the Project shall be calculated by taking a percentage of the value ascribed to an enumerated general task in the Schedule of Values that is equal to the percentage of work completed on that task. Approved progress payments shall be paid within twenty (20) business days of the date the approved Application for Progress Payment is stamped as received by the County Finance Director in accordance with the Florida Prompt Payment Act. If an application is rejected by the County, payment shall be made within ten (10) business days after the date the corrected application is stamped as received by the County Finance Director or the first business day after the next regularly scheduled meeting of the Board of County Commissioners held after the corrected application is stamped as received by the County Finance Director whichever should occur later. Applications for Final Payment shall be submitted to the Project Engineer for approval. The Final Payment of the Five percent (5%) retainage shall be paid within twenty (20) business days after the approved Application for Final Payment is stamped as received by the County Finance Director, subject to final approval and acceptance of the Project by the County. 3. As a prerequisite to each progress payment hereunder, the Contractor shall furnish to the County a Waiver of Right to Claim Against Payment Bond (Progress Payment), in the form specified in Section 255.05, Florida Statutes, from each subcontractor, person, firm or corporation who provided work, labor, equipment, or materials for the Project, to the date of the preceding progress payment. In addition, the Contractor shall furnish proof to the County of the payment of all laborers working directly for the Contractor through the date of each preceding progress payment. As a prerequisite to final payment hereunder, the Contractor shall furnish to the County a Waiver of Right to Claim Against Payment Bond (Final Payment), in the form specified in Section 255.05, Florida Statutes, from each subcontractor, person, firm or corporation who provided work, labor, equipment or materials for the Project, and furnish proof to the County of the payment of all laborers working directly for the Contractor through the entire term of the Project. 4. Payment shall not be payable or due at the option of County in the event any of the following conditions exist: a. Defective or damaged work on the Project is not remedied; b. Contractor fails to make proper application for payment; c. Contractor becomes bankrupt or insolvent; d. This Contract or any other Contract between County and Contractor is in breach; e. Any insurance required of Contractor ceases to be effective or in force; f. Any surety providing a bond required of Contractor ceases to be effective or in force; g. If the Contractor fails to maintain monthly updated As-Built drawings and revised Progress Schedule. Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 5 of 21

E. All representations, indemnifications, warranties and guaranties made in, required by or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion and acceptance of the Project and termination or completion of the Contract.

ARTICLE 3. CONTRACT TIME. A. Contractor shall substantially complete the Project within ONE HUNDRED FIFTY (150) calendar days of issuance of the Notice to Proceed. Final completion of the Project shall be accomplished within THIRTY (30) calendar days from the date a punch list of the remaining items to be completed is issued by the County. Substantial completion shall be defined as the point where the Project is NINETY PERCENT (90%) complete and can be used for the purpose it was intended. Final completion shall be defined as completion of the Project in all respects and in accordance with the Contract Documents as approved and accepted by the County. An additional Notice to Proceed shall not be required for any Change Order. The Contractor shall work on the Project continuously and expeditiously from the time of issuance of Notice to Proceed. In the event that Contractor is delayed by acts of God, changes in the Project, extras to the Project, or failure of the owner to make timely and proper payments, then Contractor shall, within forty-eight (48) hours of start of the delay, give written notice and request to the County for an extension of time. Failure to give timely notice within forty-eight (48) hours shall be deemed as a waiver of any claim for an extension of time to complete the Project.

B. LIQUIDATED DAMAGES. 1. SUBSTANTIAL COMPLETION. The County shall withhold and collect from Contractor liquidated damages in the sum of SIX THOUSAND FIVE HUNDRED AND 00/100THS DOLLARS ($6,500.00) per calendar day, for every calendar day the Project’s substantial completion exceeds the Contract's substantial completion date. 2. FINAL COMPLETION. The County shall withhold and collect from Contractor liquidated damages in the sum of THREE THOUSAND TWO HUNDRED FIFTY AND 0/100THS DOLLARS ($3,250.00) per calendar day if punch list items have not been completed within 30 calendar days after the County’s issuance of the punch list. Liquidated damages for punch list items shall commence on the 31st calendar day after the County’s issuance of the punch list and accrue until Application for Final Payment has been approved by the County. 3. LIQUIDATED DAMAGES NOT A PENALTY. These liquidated damages represent a reasonable estimate of the County’s extra expenses and losses for denied use of the facility, financing costs, additional extended overhead, and any lost revenues. The Contractor agrees that these liquidated damages do not constitute a penalty or forfeiture.

C. NO DAMAGES FOR DELAY/CUMULATIVE IMPACT. Contractor shall not be entitled to any recovery for loss, expense or damage due to delay. The Contractor

Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 6 of 21

shall not be entitled to any recovery for loss, expense or damage as a result of cumulative impact due to change orders.

ARTICLE 4. THE COUNTY'S RESPONSIBILITY. Except as provided in the Scope of Work, the County’s responsibilities are as follows: A. To designate the County Administrator or his designee to act on the County’s behalf with respect to the Scope of Work. Only the Walton County Board of County Commissioners shall have the authority to issue change orders.

B. To designate Ryan Culton, P.E. as the Project Engineer and to notify Contractor of any changes in the Project Engineer.

C. County shall pay the Contractor for construction of the Project in accordance with Article 2.

D. The County’s performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Board of County Commissioners.

ARTICLE 5. CONTRACT DOCUMENTS. The Contract Documents which comprise this Contract between the County and the Contractor consist of: A. This Contract; B. Exhibits attached hereto: Exhibit A - U.S. Department of the Treasury Grant No. 1 RDCGR250116-01-00 and Triumph Gulf Coast Inc. Grant Agreement for Project No. 190 Exhibit B - Voluntary Suspension and Debarment Certification Exhibit C - Federal Aid Compliance Requirements C. Bid Form submitted by Contractor; C. Change Order(s); D. The Notice of Award; E. The Notice to Proceed; F. Any written amendments, modifications or Addenda to this Contract; G. Walton County Invitation to Bid No. 021-018 for Construction of Water and Sewer on US Highway 331; H. Instructions to Bidders; and I. The following permits: • Florida Department of Environmental Protection (FDEP) Construction Permit for Public Water Mains - Permit No. TBD • FDEP Construction Permit for Public Sewer Mains - Permit NO. TBD • FDEP 404 Wetland Mitigation Permit - Permit No. TBD • FDEP Environmental Resource Permit - Permit No. TBD

Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 7 of 21

• Florida Department of Transportation (FDOT) Right of Way Utility Permit - Permit No. TBD • Contractor shall obtain the FDEP Stormwater Erosion Control Permit.

In the event of a conflict between any documents comprising this Contract, the documents shall be construed in the following order of priority: 1) the terms of this Contract; 2) the provisions of the Invitation to Bid No. 021-018; and then 3) the Contractor’s bid response to Invitation to Bid No. 021-018.

ARTICLE 6. BONDS A. Contractor shall furnish performance and payment Bonds with the executed Contract, each in an amount at least equal to the Contract Price as security for the faithful performance and payment of all Contractor’s obligations under the Contract Documents. The Bonds shall remain in effect at least until one (1) year after the date of final payment, except as otherwise provided by law. All bonds shall be in substantially the form provided in, and include all required elements of, Section 255.05, Florida Statutes. Contractor shall also furnish such other Bonds as are required by the Contract Documents. All Bonds shall be executed by such Sureties as are authorized to conduct business in the state of Florida and who shall have an A. M. Best rating of VI-A or better and who is listed on the United States Treasury Department's T-list as acceptable to issue bonds for the applicable dollar amount. All Bonds signed by an agent must be accompanied by a certified copy of the authority to act.

It is further mutually agreed between the parties hereto that if, at any time, the County shall deem the Surety or Sureties upon any Bond to be unsatisfactory, or if, for any reason, such Bond ceases to be adequate, the Contractor shall, at his expense within five (5) business days after the receipt of notice from the County to do so, furnish an additional or replacement Bond or Bonds on the County’s standard form, in an amount, and with Surety or Sureties as shall be satisfactory to the County. In such event, no further payments to the Contractor shall be deemed to be due under this Contract until such new or additional security for the faithful performance of the work shall be furnished in a manner and form satisfactory to the County.

It is the Contractor’s responsibility to notify the Surety of any changes affecting the general scope of the work or change in the contract price, and the amount of the application bonds shall be adjusted accordingly. The Contractor will furnish proof of such adjustment to the County.

ARTICLE 7. INSURANCE. A. Contractor shall purchase and maintain through the Contract period workers compensation, comprehensive general liability (occurrence form), comprehensive automobile liability, builder’s risk, and other insurance as is appropriate for the Project being performed hereunder by Contractor, its employees, subcontractors or agents. The amounts and types of workers compensation, comprehensive general liability

Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 8 of 21

(occurrence form), and comprehensive automobile liability insurance shall conform to the following minimum requirements: 1. Worker's Compensation. Coverage must apply for all employees and statutory limits in compliance with the applicable state and federal laws unless Contractor provides a current Florida Workers Compensation exemption certificate. In addition, the policy must include the following: a. Employer's Liability with a minimum limit per accident in accordance with statutory requirements. b. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the County with thirty (30) days’ written notice of cancellation and/or restriction. 2. Comprehensive General Liability. Coverage must include: a. $1,000,000 combined limit per occurrence for bodily injury, personal injury and property damage. b. Contractual coverage applicable to this specific contract, including any hold harmless and/or indemnification Contract. c. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the County with thirty (30) days’ written notice of cancellation and/or restriction. 3. Comprehensive Automobile Liability. Coverage must be afforded on a form no more restricted than the latest edition of the Comprehensive Automobile Liability Policy filed by the Insurance Services Office and must include: a. $300,000 combined single limit per accident for bodily injury and property damage. b. Owned Vehicles. c. Hired and Non-Owned Vehicles. d. Employee Non-Ownership. e. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the County with thirty (30) days’ written notice of cancellation and/or restriction.

B. Certificates of Insurance evidencing the insurance coverage specified in this Article shall be submitted to the County with the executed Contract. The Certificates of Insurance shall be filed with the County before this Contract is deemed approved by the County. The required Certificates of Insurance not only shall name types of policies provided, but also shall refer specifically to this Contract. All the policies of insurance so required of Contractor shall be endorsed to include as additional insured the County, its officers, employees, and agents, except for Worker's Compensation. If the initial insurance policy expires prior to completion of the Project, renewal Certificates of Insurance shall be furnished thirty (30) days prior to the date of the policy expiration.

C. The purchase of any of the above-referenced insurance policies shall not release the Contractor from any obligation, warranty or guarantee provided for in this Contract.

Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 9 of 21

D. The Insurance Company(ies) shall be authorized to conduct business in the State of Florida.

E. Any risk of loss of completed work or work in progress on the Project, equipment and material stored on or off the Project Site or in transit shall be borne by the Contractor through the date of final completion for the Project.

ARTICLE 8. SUBCONTRACTORS. Contractor shall not subcontract more than FIFTY PERCENT (50%) of the work on this Project. After receipt of the Notice of Award the successful bidder shall submit to the County with the executed Contract any changes to the list of names of the subcontractors or other persons or organizations (including those who are to furnish materials and equipment fabricated to a special design) proposed for the principal portions of the Project. The County shall notify the successful bidder in writing after due investigation if it has objection to any subcontractor on the list. If Contractor subcontracts any of the work, Contractor must carry out all the responsibilities of a pass-through entity described at 2 C.F.R. Part 200.

ARTICLE 9. CHANGE ORDER. The work necessary to complete this Project shall only be amended by a written change order for extra work, deletions or revisions of the Project authorized by the County. For any given change order, the percentage of compensation allowable total for overhead, profit and bond premium shall not exceed the percentage for those types of cost included in the original bid. The change order shall set forth authorization to increase or decrease the contract amount and time for completion of the Project. The change order shall also act as a Notice to Proceed with the work specified in the change order. If the County and Contractor cannot agree to an adjustment in compensation or contract time the Contractor may be directed by the County, without invalidating the Contract, to perform any changes in the Project pending final determination of the adjustment in compensation or contract time.

ARTICLE 10. CONCEALED CONDITIONS CLAUSE. Should unknown physical conditions exist in the ground or in an existing structure which are unusual in nature, or different from conditions ordinarily encountered, then upon claim made by either party hereto within ten (10) days of notice of the condition, an equitable adjustment shall be made. The Contractor shall provide written notice of such concealed condition within forty-eight (48) hours of its discovery thereof. If the parties cannot agree on the amount of the equitable adjustment, then the lowest amount offered shall be paid or credited and the Project shall proceed with the amount of the adjustment to be resolved later. The failure to reach agreement on an equitable adjustment shall not be considered a material breach of this Contract for the purposes of termination.

ARTICLE 11. WARRANTY AND GUARANTEE. A. The Contractor warrants and guarantees to the County that all work on the Project, including work of any subcontractor or supplier, shall be in strict conformance Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 10 of 21

with the contract documents and shall be free of Defective Work. “Defective Work” shall mean any work, material or equipment incorporated in the Project that the Project Engineer, in his sole discretion, determines is faulty, unsatisfactory, deficient, or damaged, or does not strictly conform to the requirements of the Contract Documents and all applicable state, federal, and local laws, regulations and permits, including but not limited to those permits identified in the List of Applicable Permits. This warranty and guarantee shall survive the one year Correction Period set forth in this Article.

B. Contractor warrants and guarantees that title to all work, materials and equipment covered by an Application for Payment, whether incorporated in the Project or not, will pass to the County at the time of payment free and clear of all liens, claims, security interests and encumbrances.

C. The Contractor warrants and guarantees that any warranties of a manufacturer for goods, materials and equipment covered by an Application for Payment, whether incorporated in the Project or not, will pass to the County at the time of payment.

D. The enumeration of any guarantee or warranty within the Contract Documents shall not be construed to waive any other express or implied warranties.

ARTICLE 12. CONTRACTOR'S REPRESENTATION. The Contractor represents to the County that:

A. The Contractor is properly certified and licensed; is solvent financially; is experienced in and competent to complete the Project;

B. The Contractor is familiar with all Federal, State, Local, or other regulatory laws, ordinances and regulations, which in any manner whatsoever may affect the Project.

C. The Contractor utilizes the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of: (a) all persons employed during the contract term by the Contractor to perform employment duties within Florida; and (b) all persons (including subcontractors) assigned by the Contractor to perform work pursuant to the Contract.

D. Temporary and permanent construction which shall be necessary in performance of the Project can be constructed satisfactorily and can be used for the purposes for which it is intended and that such construction will not injure any person or damage any property;

E. The Contractor has examined carefully the Contract Documents; has examined carefully the site upon which the Project is to be performed, has become familiar, by its own investigation, with the various conditions which may affect the performance of the Project; hereby acknowledges that the Contract Documents are Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 11 of 21

sufficient in scope and detail to indicate and convey understanding of all terms and conditions of the Project; and will make no claims for compensation due based solely upon the completeness or accuracy of the Contract Documents;

F. The Contractor has made its own estimate of the quantities required for completion of the Project; has determined the quantities estimated in the Contract Documents are accurate and adequate; hereby acknowledges that compensation in the Contract is premised upon performing and furnishing the service, labor, equipment and materials required to complete the Project described by the Contract Documents; and will make no claims for compensation in excess of the total compensation allowed by this Contract for reason of accuracy or adequacy of estimates contained in the Contract Documents;

G. The Contractor, in submitting its Bid, has complied with every requirement of the Instructions to Bidders and has knowledge of and ability to apply the means, methods, techniques, sequences or procedures of construction as may be indicated in or required by the Contract Documents; and

H. In submitting a Bid for this Contract, the Contractor has not discussed its bid or bid amount with any person that submitted or contemplated submitting a bid for this Project nor engaged in any activity which may be collusive or fraudulent.

ARTICLE 13. TESTS AND INSPECTIONS. A. Contractor shall give the County timely notice of readiness of the Project for all required inspections, tests or approvals. If any work on the Project that is to be inspected, tested or approved is covered without written concurrence of the County, it must, if requested by the County, be uncovered for observation at Contractor’s expense. Neither observations by the County nor inspections, tests or approvals by others shall relieve Contractor from its obligations to complete the Project in strict accordance with the contract documents.

B. If any defective work on the Project is discovered upon testing or inspection, Contractor shall promptly, without cost to the County and as specified by the County, either correct the defective work, whether or not fabricated, installed or completed, or, if the work has been rejected by the County, remove it from the site and replace it with non-defective work. The Contractor shall pay for all re-inspection costs.

C. If within one year after the date of final payment or as specified in the plans and specifications, whichever occurs later or such longer period of time as may be prescribed by law or by the terms of any applicable special guarantee required by the Contract Documents (the Correction Period), any work on the Project is found to be defective, Contractor shall promptly, without cost to the County and in accordance with the County’s written instructions, either correct such defective work, or, if it has been rejected by the County, remove it from the site and replace it with non-defective work. Upon correction of any Defective Work, an additional one (1) year Correction Period shall run for the repaired or replaced work. The County may, at its discretion, occupy Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 12 of 21

and use portions of the Project before Substantial Completion of the entire Project. If the County should so elect to occupy and use a portion of the Project before Substantial Completion of the entire Project, the Project Engineer shall establish the date of Substantial Completion for that portion of the Project, and the Correction Period for that portion of the Project shall run for one (1) year after the date of Substantial Completion established for that portion of the Project. Defects identified for correction during the Correction Period but remaining defective after its expiration shall be considered as part of the Contractor’s obligation to repair. If Contractor does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the County may have the defective work corrected or the rejected work removed and replaced, and all direct and indirect costs of such removal and replacement, including compensation for additional professional services, shall be paid by Contractor. This provision shall not be construed as a limitation on any warranty provided by Contractor.

D. The performance or failure to perform any test or inspection shall in no manner be construed as a waiver of any express or implied warranty or guarantee.

ARTICLE 14. INDEMNIFICATION. A. Contractor shall indemnify and save harmless Triumph Gulf Coast Inc., a Florida non-for-profit organization, Grantee, a public body corporate and the County, their officers, agents, and employees, from all claims, suits or actions at law or equity, damages, losses, and expenses, whether direct or indirect, or consequential, including but not limited to charges of engineers, attorneys, and other professionals and costs of both defense and appeal, in a court of law or other tribunal, for any reason whatsoever, including but not limited to bodily injury, sickness, disease or death of any persons, including employees of Contractor or any subcontractor, or injury to or destruction of property, including loss of use, which claims are arising out of, related to, connected with, or caused by (a) Contractor’s or any subcontractor or supplier of Contractor’s negligent performance or non-performance of the Project; (b) Defective Work, whether by Contractor or any subcontractor or supplier of Contractor; (c) the failure of Contractor or any subcontractor of Contractor to provide a safe work place; (d) noncompliance with federal, state, and local laws and regulations by Contractor or any subcontractor or supplier of Contractor; (e) the failure of Contractor or any subcontractor or supplier of Contractor to obtain or renew the insurance coverages required by the Contract Documents; (f) claims for damages to the Project itself, and claims for any other costs which any of them may incur arising from failure, neglect, or refusal of Contractor to faithfully perform the Project and other obligations under the Contract Documents; or (g) the failure of contractor to comply with public records requests made pursuant to Article 25 herein. The provisions of this indemnification agreement shall include all accidents, injuries and claims made, provided, however, that the Contractor shall not be required to indemnify Triumph Gulf Coast Inc. or the County for damages arising solely from the negligence of the County and its officers, agents, or employees. Contractor shall, at its own cost and expense, defend such claims, actions or proceedings which are subject to this indemnification agreement, whether groundless or not, which may be commenced against the County, and Contractor shall pay any and all judgments which may be Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 13 of 21

recovered in any such action, claim, proceeding, or suit, excluding that proportion of any judgment for which the County may be found negligent, and defray any and all expenses including costs and attorney's fees, which may be incurred in or be reason of such action, claim, proceeding or suit. The County and Contractor agree that one percent (1%) of the total compensation to Contractor for performance of this Contract is the specific consideration from the County to Contractor for Contractor’s indemnity agreement.

B. Nothing herein is intended to serve as a waiver of sovereign immunity by County to which sovereign immunity applies. Nothing herein shall be construed as consent by County to be sued by third parties in any matter arising out of any contract.

C. Contractor shall pay all license fees and royalties and assume all costs incident to the use in the performance of the Project or the incorporation in the Project of any invention, design, process, product or device which is the subject of patent rights or copyrights held by others. Contractor shall indemnify and hold harmless the County, its officers, Commissioners, employees, agents and other consultants of each and any of them from and against all claims, costs, losses and damages arising out of or resulting from any infringement of patent rights or copyrights incident to the use in the performance of the Project or resulting from the incorporation in the Project of any invention, design, process, product or device not specified in the Contract Documents.

ARTICLE 15. CONTRACT ASSIGNMENT. The Contractor shall not assign any monies due herein and shall not sublet, sell, transfer, assign, or otherwise dispose of the Contract or any portion thereof; or its right, title, or interest therein, without prior written consent of the County.

ARTICLE 16. PROHIBITION AGAINST CONTINGENT FEES. Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Contractor to solicit or secure this Contract and that Contractor has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Contract. For the breach or violation of this provision, the County shall have the right to terminate this Contract without liability, and at its discretion, to deduct from the contract price, or otherwise recover, the full amount of such fee, commission, percentage, gift or consideration.

ARTICLE 17. SUCCESSORS AND ASSIGNS. The County and Contractor bind themselves, their partners, successors, assigns and legal representatives to the other party to this Contract and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Contract. Neither the County nor Contractor shall assign, sublet or transfer any interest in this Contract without the written consent of the other.

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ARTICLE 18. INDEPENDENT CONTRACTOR. Neither the County nor any of its employees shall have any control over the conduct of Contractor or any of Contractor's employees, except as herein set forth, and Contractor expressly warrants not to represent at any time or in any manner that Contractor or any of Contractor’s agents, servants or employees are in any manner agents, servants or employees of the County. It is understood and agreed that Contractor is, and shall at all times remain as to the County, a wholly independent contractor.

ARTICLE 19. THIRD PARTY BENEFICIARIES. There shall be no third-party beneficiaries to the Contract. Nothing herein shall be deemed to create any obligation on the part of the County with respect to any third- party who is not in direct contractual privity with the County, including but not limited to any obligation on the part of the County to pay, or see to payment of, any third-party who is not in direct contractual privity with County.

ARTICLE 20. EQUAL EMPLOYMENT AND NON-DISCRIMINATION. In connection with the Project, Contractor agrees to comply with the applicable provisions of State and Federal Equal Employment Opportunity statutes and regulations.

ARTICLE 21. TERMINATION AND SUSPENSION OF CONTRACT BY THE COUNTY. This Contract may be terminated by the County, at any time with or without cause, with ten (10) days’ written notice. If this Contract is so terminated, Contractor shall be denied access to the construction site immediately upon termination and Contractor shall be prohibited from removing without County’s prior approval any item from the construction site. Contractor shall be paid for all work performed on the Project, pursuant to the terms and conditions of this Contract, up to the date of termination and shall promptly deliver to the County copies, including As-Built drawings of all then completed deliverable items and all tracings, drawings, survey notes and other documents that directly support the deliverables prepared by Contractor. Contractor shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from the termination.

The County may, with or without cause, order the Contractor in writing to suspend, delay, or interrupt the work, in whole or in part, for such period of time as the County may determine.

ARTICLE 22. SEVERABILITY. In the event that any provision of this Contract shall, for any reason, be determined invalid, illegal or unenforceable in any respect, the parties hereto shall negotiate in good faith and agree to such amendments, modifications or supplements of this Contract or such other appropriate actions as shall, to the maximum extent practicable in the light of such determination implement and give effect to the intentions of the parties as reflected herein, and the other provisions of this Contract, as amended, Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 15 of 21

modified, supplemented or otherwise affected by such action, shall remain in full force and effect.

ARTICLE 23. NOTICES. Any notices to be given under this Contract shall be given by United States Mail, addressed to Contractor at its address stated above, and to the County at its address stated above. Additional notice may also be given by facsimile in which case it shall be deemed that notice was provided on the date said facsimile was received. The party providing notice by facsimile shall confirm that the facsimile was received by the other party.

ARTICLE 24. ACCESS TO THE PROJECT. The County, testing agencies, and governmental agencies with jurisdictional interest will have access to the Project at reasonable times for their observation, inspection and testing. Contractor shall provide proper and safe conditions for such access.

ARTICLE 25. PUBLIC ACCESS. A. A request to inspect or copy public records relating to this Contract must be made directly to the County. If the County does not possess the requested records, it shall immediately notify the Consultant of the request, and the Consultant must provide the records to the County or allow the records to be inspected or copied within a reasonable time (§119.0701(3). If Consultant fails to provide the public records within a reasonable time, Consultant may be subject to penalties under §119.10, F.S. B. Consultant shall comply with the requirements of Florida’s Public Records law. In accordance with Section 119.0701, Florida Statutes, the Consultant shall (1) Keep and maintain public records required by the public agency to perform the service; (2) Upon request from the public agency’s custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided under Florida’s Public Records law or as otherwise provided by law; (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of this contract if the Consultant does not transfer the records to the public agency; and (4) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Consultant or keep and maintain public records required by the public agency to perform the service. If the Consultant transfers all public records to the public agency upon completion of the contract, the consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Consultant keeps and maintains public records upon completion of this contract, the Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from public agency’s custodian of public records, in a format that is compatible with the information technology system of the public agency.

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C. IF CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONSULTANT SHALL CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT:

Genara Roop, Records Management Liaison Officer 161 E. Sloss Avenue DeFuniak Springs, Florida 32433 850-892-8110 [email protected]

ARTICLE 26. RECORDS. The Contractor shall maintain records in compliance with 2 C.F.R. 200 § 200.333, and the County shall have inspection and audit rights as follows: A. Maintenance of Records: The Contractor shall maintain all financial and non- financial records and reports directly or indirectly related to the negotiation or performance of this Contract including supporting documentation for any service rates, expenses, research or reports. Such records shall be maintained and made available for inspection for a period of eight (8) years from completing performance and receiving final payment under this Contract. B. Examination of records: The County or its designated agent shall have the right to examine in accordance with generally accepted governmental auditing standards all records directly or indirectly related to this Contract. Such examination may be made only within eight (8) years from the date of final payment under this Contract and upon reasonable notice, time, and place. C. Cost and pricing data: The Contractor, by executing this Contract, certifies to truth-in-negotiation, specifically that wage rates and other factual unit costs supporting the consideration are accurate, complete, and current at the time of Contracting. The Contractor agrees that the County may adjust the consideration for this Contract to exclude any significant sums by which the consideration was increased due to inaccurate, incomplete, or non-current wage rates and other actual unit costs. The County shall make any such adjustment within one (1) year following the termination of this Contract.

ARTICLE 27. AUDIT REQUIREMENTS. Contractor must comply and ensure that all Subcontractors comply with audit requirements of the Single Audit Act and 2 C.F.R. Part 200 Subpart F – Audit Requirements.

ARTICLE 28. REQUIREMENT TO CHECK DEBARMENT AND SUSPENSION STATUS OF SUBCONTRACTORS AND VENDORS. This award is subject to 31 C.F.R. Part 19. Contractors that are authorized to enter into subawards or contracts to accomplish all or a portion of the approved scope of work must verify that a proposed Subcontractor (if the contract is expected to equal or exceed $25,000) or its principals, does not appear on the federal government’s Excluded Parties

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List prior to executing an agreement or contract with that entity. Contractors may not enter into a subaward or contract with an entity that appears on the Excluded Parties List. The Excluded Parties List is accessible at http://www.sam.gov.

ARTICLE 29. CONTROLLING LAW AND ATTORNEY FEES. A. This Contract is to be governed by the laws of the State of Florida. The venue for any litigation resulting out of this Contract shall be in Walton County, Florida.

B. Should litigation be necessary to enforce any term or provision of this Contract, or to collect any portion of the amount payable under this Contract, then the prevailing party shall be entitled to recover all costs, including but not limited to reasonable attorneys’ fees, expert witness fees, costs of suit, witness fees, and expenses necessary to aid in the enforcement of collection of any and all amounts due, incurred, or otherwise expended as part of said litigation and any subsequent appeals

ARTICLE 30. FEDERAL STATUTORY PROVISIONS This Agreement relies on federal funds, therefore the following terms and conditions apply:

A. Prior Approval to Expend Federal Funds to Federal Agency or Employee. It is understood and agreed that the Subrecipient nor any Subcontractors are not authorized to expend any federal funds under this Contract to a federal agency or employee without the prior written approval of the awarding federal agency.

B. Equal Employment Opportunity. Executive Order 1126 of September 24, 1965, entitled “Equal Employment Opportunity,” as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). Applicable, except as otherwise provide under 41 CFR Part 60, to any grant, contract, loan, insurance, or guarantee involving Federal assisted construction.

C. Davis-Bacon Act. The Davis Bacon Act, 40 U.S.C. 3141-3148, as supplemented by Department of Labor regulations at 29 CFR Part 5. Applicable to contractors and subcontractors performing on federally funded or assisted contracts in excess of $200.00 for the construction, alteration, or repair (including painting and decorating) of public buildings or public works. Under this Act, contractors and subcontractors must pay their laborers and mechanics employed under the contract no less than the locally prevailing wages and fringe benefits for corresponding work on similar projects in the area.

D. Copeland “Anti-kickback” Act. The Copeland “Anti-kickback” Act, 40 U.S.C. 3141-3148, and 3146-3148, as supplemented by Department of Labor regulations (29 CFR Part 5). Applicable to contracts awarded by a non-Federal entity in excess of $100,000.00 that involve employment of mechanics or labors. Under this Act, contractors and subrecipients are prohibited from inducing, by any mean, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 18 of 21

E. Contract Work Hours and Safety Standard Act. Section 103 and 107 of the Agreement Work Hours and Safety Standard Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulation (29 CFR part 5). Applicable to construction contracts awarded by Contracts and subcontractors in excess of $2,000.00, and in excess of $2,500.00 for other contracts which involve the employment of mechanics or laborers. Under this Act, contractors and subcontractors must compute wages of mechanics and laborers (workers) on the basis of standard forty (40) hour work week; provide workers no less than time and a half for hours worked in excess of the forty (40) hour work week; and not require workers to work in surroundings or work conditions that are unsanitary, hazardous, or dangerous.

F. Rights to Inventions Made Under a Contract or Agreement. 37 CFR Part 401. If the Federal award meets the definition of “funding agreement” under 37 CRF 401.2(a) and the recipient and Subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under the “funding agreement,” the recipient or Subrecipient must comply with the requirements of 37 CFR 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

G. Energy Efficiency. Mandatory standards and policies relating to energy efficiency which are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat, 871).

H. Debarment and Suspension Contractor Federal Certification. In accordance with Federal Executive Order 12549 and 2 CFR Part 1400 regarding Debarment and Suspension, the Contractor certifies that neither it, nor its principals, is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency; and, that the Contractor shall not knowingly enter into any lower tier contract, or other covered transaction, with a person who is similarly debarred or suspended from participating in this covered transaction. Exhibit B, Voluntary Suspension and Debarment must be filled out and submitted to the County.

I. Prohibition against Lobbying. This Contract is subject to 31 U.S.C. § 1352.

1. Contractor Certification – Payment to Influence. The Contractor certifies that no Federal appropriated funds have been paid or will be paid, on or after December 22, 1989, by or on behalf of the Contractor, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress, in connection with the awarding renewal, amending or modifying of any Federal contract, grant, or cooperative agreement. The Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. Page 19 of 21

Contractor also certifies that they have not engaged any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on behalf of the Contractor with respect to this Contract and its related federal contract, grant, loan, or cooperative agreement; or if the Contractor has engaged any registrant with respect to this Contract and its related Federal contract, grant, loan, or cooperative agreement, the Contractor shall prior to or upon execution of this Contract, provide the County Project Director a signed declaration listing the name of any said registrant. During the term of this Contract, and at the end of each Calendar quarter in which any event occurs that materially affects the accuracy of this certification or declaration, the Contractor shall file an updated declaration with the County’s Project Director. If any non-federal funds are used for lobbying activities as described above in connection with this Contract, the Contractor shall submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, and shall file quarterly updates of any material changes. The Contractor shall require the language of this certification to be included in all subcontracts, and all subcontractors shall certify and disclose accordingly. 2. Contractor – Refrain from Subcontracting with Certain Organizations. Pursuant to the Lobbying Disclosure Act of 1995, the Contractor agrees to refrain from entering into any subcontracts under this Contract with any organization described in Section 501(c)(4) of the Internal Revenue Code of 1986, unless such organization warrants that it does not, and will not, engage in lobbying activities prohibited by the Act as a special condition of this subcontract.

J. Compliance with Office of Management and Budget Circulars. As applicable, Contractors shall comply with the Office of Management and Budget (OMB) Uniform Guidance (2 CFR 200).

K. Drug Free Workplace. Pursuant to the Drug-Free Workplace Act of 1988 the Contractor attests and certifies that the contractor will provide a drug-free workplace compliant with 41 U.S.C. 81.

L. Other statutory provisions are identified and delineated in the Federal Aid Compliance Requirements included in Exhibit C attached hereto and by reference made a part hereof. The Subrecipients agrees to comply with all applicable regulations insofar as they apply to the performance of this Agreement.

ARTICLE 31. EXTENT OF CONTRACT. A. This Contract represents the entire and integrated agreement between the County and Contractor and supersedes all prior negotiations, representations or agreements, either written or oral.

B. This Contract may only be amended, supplemented, modified, changed or canceled by a duly executed written instrument.

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IN WITNESS WHEREOF, the parties to these presents have executed this contract in the year and day first mentioned above.

ATTEST: WALTON COUNTY, FLORIDA

______By: ______Alex Alford, Clerk of Circuit Court Trey Nick, Chair And County Comptroller Board of County Commissioners

Date: ______

Approved As To Form.

______Heather R. Maxwell, Assistant County Attorney

CONTRACTOR

By: ______

Date: ______

STATE OF FLORIDA:

COUNTY OF ______:

Acknowledged and subscribed before me the undersigned notary by means of  physical presence or  online notarization, on this ___day of ______, 2021,

by ______, the ______(insert title) of ______

(insert company name), with legal corporate authority, and who is known to me or has produced identification of: ______.

______Notary Public

Drafted by the Office of the County Attorney. Approved by the Board of County Commissioners ______, 2021. W:\Board of County Commissioners\Legal Services\Legal\CONTRACTS\2021 Procurement\US 331 Page 21 of 21 Water & Sewer Project\5 - CONSTRUCTION CONTRACT.doc EXHIBIT A

U.S. Department of the Treasury Grant No. 1 RDCGR250116-01-00

Triumph Gulf Coast Inc. Grant Agreement for Project No. 190 1. DATE ISSUED MM/DD/YYYY 1a. SUPERSEDES AWARD NOTICE dated except that any additions or restrictions previously imposed 05/29/2020 U.S. DEPARTMENT OF THE TREASURY remain in effect unless specifically rescinded Office of the Fiscal Assistant Secretary 2. CFDA NO. 21.015 - Resources and Ecosystems Sustainability, Tourist Opportunities, and Revived Economies of the Gulf Coast States 3. ASSISTANCE TYPE Formula Grant 1500 Pennsylvania Ave., N.W. 4. GRANT NO. 1 RDCGR250116-01-00 5. TYPE OF AWARD Washington, DC 20220-0001 Formerly Other

4a. FAIN RDCGR250116 5a. ACTION TYPE New 6. PROJECT PERIOD MM/DD/YYYY MM/DD/YYYY NOTICE OF AWARD From 06/01/2020 Through 10/31/2022 AUTHORIZATION (Legislation/Regulations) 7. BUDGET PERIOD MM/DD/YYYY MM/DD/YYYY Resources and Ecosystems Sustainability, Tourist Opportunities, and From 06/01/2020 Through 10/31/2022 Revived Economies of the Gulf Coast States 8. TITLE OF PROJECT (OR PROGRAM) US 331 Water and Sewer Infrastructure - Phase 1

9a. GRANTEE NAME AND ADDRESS 9b. GRANTEE PROJECT DIRECTOR WALTON, COUNTY OF Melinda Gates 176 Montgomery Cir 117 Montgomery Circle Defuniak Springs, FL 32435-4731 Defuniak Springs, FL 32435 Phone: 850-892-8108

10a. GRANTEE AUTHORIZING OFFICIAL 10b. FEDERAL PROJECT OFFICER Melinda Gates Andrew Clark 117 Montgomery Circle 1500 Pennsylvania Ave., N.W. Defuniak Springs, FL 32435 Washington, DC 20220-0001 Phone: 850-892-8108 Phone: 202-622-1917

ALL AMOUNTS ARE SHOWN IN USD 11. APPROVED BUDGET (Excludes Direct Assistance) 12. AWARD COMPUTATION I Financial Assistance from the Federal Awarding Agency Only a. Amount of Federal Financial Assistance (from item 11m) 3,018,556.92 II II Total project costs including grant funds and all other financial participation b. Less Unobligated Balance From Prior Budget Periods 0.00 c. Less Cumulative Prior Award(s) This Budget Period 0.00 a. Salaries and Wages ………………...... 0.00 d. AMOUNT OF FINANCIAL ASSISTANCE THIS ACTION 3,018,556.92 b. Fringe Benefits ………………...... 0.00 13. Total Federal Funds Awarded to Date for Project Period 3,018,556.92 c. Total Personnel Costs .…...….…… 0.00 14. RECOMMENDED FUTURE SUPPORT (Subject to the availability of funds and satisfactory progress of the project): d. Equipment ……………………………. 0.00 YEAR TOTAL DIRECT COSTS YEAR TOTAL DIRECT COSTS e. Supplies ……………………………. 0.00 a. 2 d. 5 f. ……………………………. 0.00 Travel b. 3 e. 6 g. Construction ……………………………. 4,760,963.92 c. 4 f. 7

h. Other ……………………………. 0.00 15. PROGRAM INCOME SHALL BE USED IN ACCORD WITH ONE OF THE FOLLOWING ALTERNATIVES: i. …………………….……… 0.00 a. DEDUCTION Contractual b. ADDITIONAL COSTS b c. MATCHING j. TOTAL DIRECT COSTS 4,760,963.92 d. OTHER RESEARCH (Add / Deduct Option) e. OTHER (See REMARKS) k. INDIRECT COSTS 0.00 16. THIS AWARD IS BASED ON AN APPLICATION SUBMITTED TO, AND AS APPROVED BY, THE FEDERAL AWARDING AGENCY ON THE ABOVE TITLED PROJECT AND IS SUBJECT TO THE TERMS AND CONDITIONS INCORPORATED EITHER DIRECTLY OR BY REFERENCE IN THE FOLLOWING: l. TOTAL APPROVED BUDGET 4,760,963.92 a. The grant program legislation. b. The grant program regulations. c. This award notice including terms and conditions, if any, noted below under REMARKS. m. Federal Share 3,018,556.92 d. Federal administrative requirements, cost principles and audit requirements applicable to this grant. In the event there are conflicting or otherwise inconsistent policies applicable to the grant, the above order of precedence shall n. Non-Federal Share 1,742,407.00 prevail. Acceptance of the grant terms and conditions is acknowledged by the grantee when funds are drawn or otherwise obtained from the grant payment system.

REMARKS (Other Terms and Conditions Attached - Yes No) This award is approved by Gregory J. Till, Authorizing Official. Accepting this award in GrantSolutions.gov constitutes acceptance of this award and the Standard Terms and Conditions and Programmatic Terms and Conditions and Special Award Conditions. Award funds will be available to the awardee in an ASAP.gov account.

Davis Bacon Act-related provisions apply to this award.

AUTHORIZING OFFICIAL:

17. OBJ CLASS 410006 18a. VENDOR CODE 1252461 18b. EIN 596002599 19. DUNS 141093455 20. CONG. DIST. 01 FY-ACCOUNT NO. DOCUMENT NO. ADMINISTRATIVE CODE AMT ACTION FIN ASST APPROPRIATION 21. a. Direct b. RDCGR250116 c. RDC d. $3,018,556.92 e. 22. a. b. c. d. e. 23. a. b. c. d. e. PAGE 2 of 2 DATE ISSUED NOTICE OF AWARD (Continuation Sheet) 05/29/2020 GRANT NO. 1 RDCGR250116-01-00

RESTORE Act - SPECIAL AWARD CONDITIONS

1. Special Condition 1: An ASAP Maximum Draw Limit of $701,000.00 is in place for this award which allows Walton County to draw down Contractual costs at 100% for preconstruction activities. Walton County may request removal of the maximum draw limit with Walton County’s written request to Treasury for permission to commence construction, per Condition 6 of Section W of RESTORE Act Financial Assistance Standard Terms and Conditions and Program-Specific Terms and Conditions.

Special Condition 2: Walton County agrees to draw down Direct Component funds for Contractual costs at 100% and Construction costs at 56% of each approved invoice, based on the percentage of its Direct Component contribution to the total costs the project.

RESTORE Act - FUNDING AUTHORIZATION

1. Available Funds Confirmation

Total Amount of Amount of Amount of Amount Notes Federal Funds Funding Financial Authorized for Awarded to Date Restrictions Assistance This ASAP Account for Project Period Action this Action Line 13 of Line 12d of NoA/Amendment NoA/Amendment

$3,018,556.92 $0.00 $3,018,556.92 $3,018,556.92 Initial Authorization, with an ASAP Maximum Draw Limit of $701,000 per SAC 1

Standard and Program Specific Terms and Conditions

1. See attached

2 AWARD ATTACHMENTS

Walton County Board of County Commissioners 1 RDCGR250116-01-00 1. Approved Scope of Work 2. Standard and Program Specific Terms and Conditions - December 2018

APPROVED SCOPE OF WORK

The Approved Scope of Work includes all information provided with the grant application. The attached documents, taken from the grant application, provide a summary of the scope of work approved with this grant award.

Approved Scope of Work:

The scope of work has a 28 month performance period. The project is to provide water and sewer infrastructure in rural areas of Walton County to increase economic development. This project includes the design, permitting, and construction of approximately 4 miles of water and sewer lines. The lines will start at the intersection of US 331 and I-10 and run approximately 4 miles to a site that the local Economic Development Alliance is in the process of developing as a commercial complex. The lines will be constructed according to the final designs and specifications prepared within the project. The scope of the project will be carried out by two contractors. The contractors have not been selected by the County.

RESTORE ACT FINANCIAL ASSISTANCE STANDARD TERMS AND CONDITIONS AND PROGRAM-SPECIFIC TERMS AND CONDITIONS

U.S. Department of the Treasury

December 2018

TABLE OF CONTENTS

RESTORE ACT FINANCIAL ASSISTANCE STANDARD TERMS AND CONDITIONS AND PROGRAM- SPECIFIC TERMS AND CONDITIONS ...... 1 A PROGRAM-SPECIFIC TERMS AND CONDITIONS - AWARDS UNDER THE DIRECT COMPONENT ...... 2 B PROGRAM-SPECIFIC TERMS AND CONDITIONS - AWARDS UNDER THE CENTERS OF EXCELLENCE RESEARCH GRANTS PROGRAM ...... 3 STANDARD TERMS AND CONDITIONS - AWARDS UNDER THE DIRECT COMPONENT AND AWARDS UNDER THE CENTERS OF EXCELLENCE RESEARCH GRANTS PROGRAM C FINANCIAL REQUIREMENTS ...... 4 D RECIPIENT REPORTING AND AUDIT REQUIREMENTS ...... 7 E FINANCIAL MANAGEMENT SYSTEM AND INTERNAL CONTROL REQUIREMENTS ...... 9 F RECORDS RETENTION REQUIREMENTS ...... 10 G THE FEDERAL GOVERNMENT’S RIGHT TO INSPECT, AUDIT, AND INVESTIGATE ...... 11 H AWARD DISBURSEMENT ...... 12 I EFFECT OF A GOVERNMENT SHUTDOWN ON DISBURSEMENTS AND THE AVAILABILITY OF TREASURY PERSONNEL ...... 13 J NOTIFICATIONS AND PRIOR APPROVALS ...... 13 K PROPERTY ...... 14 L AMENDMENTS AND CLOSEOUT ...... 15 M REMEDIES FOR NONCOMPLIANCE ...... 16 N DEBTS ...... 17 O NON-DISCRIMINATION REQUIREMENTS ...... 18 P REQUIREMENT TO CHECK DEBARMENT AND SUSPENSION STATUS OF SUBRECIPIENTS, CONTRACTORS, SUBCONTRACTORS AND VENDORS ...... 20 Q DRUG FREE WORKPLACE ...... 20 R LOBBYING RESTRICTIONS ...... 20 S PROCUREMENT ...... 22 T RESEARCH INVOLVING HUMAN SUBJECTS ...... 24 U ENVIRONMENTAL REQUIREMENTS ...... 24 V MISCELLANEOUS REQUIREMENTS AND PROVISIONS ...... 25 SUPPLEMENTAL STANDARD TERMS AND CONDITIONS - AWARDS UNDER THE DIRECT COMPONENT FOR ACQUISTION AND IMPROVEMENTS TO REAL PROPERTY W ACQUISITION AND IMPROVEMENTS TO REAL PROPERTY ...... 35

RESTORE ACT FINANCIAL ASSISTANCE STANDARD TERMS AND CONDITIONS AND PROGRAM-SPECIFIC TERMS AND CONDITIONS

PREFACE

The grant agreement is comprised of the following documents: 1. A Notice of Award from the Department of the Treasury (“Treasury”); 2. The RESTORE Act Financial Assistance Standard Terms and Conditions (“Standard Terms and Conditions”); 3. The RESTORE Act Financial Assistance Program-Specific Terms and Conditions (“Program- Specific Terms and Conditions”); 4. The approved application, including all documents, certifications, and assurances that are part of the approved application; 5. The approved scope of work; 6. The approved budget; and, 7. Any special terms and conditions applied by Treasury to the award (“Special Award Conditions”).

The recipient must comply, and require each of its subrecipients, contractors, and subcontractors employed in the completion of the activity, project, or program to comply with all federal statutes, federal regulations, executive orders (EOs), Office of Management and Budget (OMB) circulars, Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions of this federal financial assistance award (“Award”), as applicable, in addition to the certifications and assurances required at the time of application. This Award is subject to the laws and regulations of the United States. Any inconsistency or conflict in Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions of this Award will be resolved according to the following order of precedence: federal laws, federal regulations, applicable notices published in the Federal Register, EOs, OMB circulars, Treasury’s Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions. Special Award Conditions may amend or take precedence over Standard Terms and Conditions and Program-Specific Terms and Conditions. Some of these Standard Terms and Conditions contain, by reference or substance, a summary of pertinent federal statutes, federal regulations published in the Federal Register (Fed. Reg.) or Code of Federal Regulations (C.F.R.), EOs, or OMB circulars. In particular, these Standard Terms and Conditions incorporate many of the provisions contained in OMB’s Uniform Guidance for Grants and Cooperative Agreements (2 C.F.R. Part 200), which supersedes former OMB Circular A-102 (the former grants management common rule), OMB Circular A-133 (single audit requirements), and all former OMB circulars containing the cost principles for grants and cooperative agreements. To the extent that it is a summary, such a provision is not in derogation of, or an amendment to, any such statute, regulation, EO, or OMB circular. Unless a definition is provided here, definitions can be found in the RESTORE Act (Public Law No. 112-141 (July 6, 2012)), Treasury’s RESTORE Act regulations (79 Fed. Reg. 48039 (Aug. 15, 2014) and 79 Fed. Reg. 61236 (Oct. 10, 2014), codified at 31 C.F.R. Part 34)), and/or 2 C.F.R. Part 200.

December 2018 Page 1 A PROGRAM-SPECIFIC TERMS AND CONDITIONS - AWARDS UNDER THE DIRECT COMPONENT In addition to all the Standard Terms and Conditions described in Sections C through V of this document, all Treasury RESTORE Act awards made under the Direct Component include the following Program-Specific Terms and Conditions in this Section A:

1. Administrative Costs a. Administrative costs are defined at 31 C.F.R. § 34.2. b. Under no circumstances may the recipient use more than three percent of the Award funds received for administrative costs. Administrative costs do not include indirect costs that are identified specifically with, or readily assignable to facilities, as defined in 2 C.F.R. § 200.414. Costs borne by subrecipients do not count toward the three percent cap. c. Up to 100 percent of program income may be used to pay for allowable administrative costs, subject to the three percent cap.

2. Oil Spill Liability Trust Fund The recipient must not seek any compensation for the approved program or project from the Oil Spill Liability Trust Fund. If the recipient is authorized to make subawards, the recipient must not use Direct Component funds to make subawards to fund activities for which any claim for compensation was filed and paid out by the Oil Spill Liability Trust Fund after July 6, 2012.

3. Remedies for Noncompliance a. If Treasury determines that the recipient has expended Direct Component funds to cover the cost of any ineligible activities, in addition to the remedies available in Section M of these Standard Terms and Conditions, per 31 C.F.R. § 34.804, Treasury will make no additional payments to the recipient from the Gulf Coast Restoration Trust Fund (Trust Fund), including no payments from the Trust Fund for activities, projects, or programs until the recipient has either (1) deposited an amount equal to the amount expended for the ineligible activities in the Trust Fund, or (2) Treasury has authorized the recipient to expend an equal amount from the recipient’s own funds for an activity that meets the requirements of the RESTORE Act. b. If Treasury determines the recipient has materially violated the terms of this Award, Treasury will make no additional funds available to the recipient from any part of the Trust Fund until the recipient corrects the violation.

December 2018 Page 2 B PROGRAM-SPECIFIC TERMS AND CONDITIONS - AWARDS UNDER THE CENTERS OF EXCELLENCE RESEARCH GRANTS PROGRAM In addition to all the Standard Terms and Conditions described in Sections C through V of this document, all Treasury RESTORE Act awards under the Centers of Excellence Research Grants Program include the following Program-Specific Terms and Conditions in this Section B:

1. Allowable Costs In addition to the prohibitions contained in 2 C.F.R. Part 200, Subpart E (Cost Principles), the following costs are unallowable unless approved in writing by Treasury: a. Construction, including the alteration, repair, or rehabilitation of existing structures. Facilities costs are allowable as indirect costs in a federally approved negotiated indirect cost rate. b. Acquisition of land or interests in land.

2. Notifications a. If the selection of a Center or Centers of Excellence occurs after the start date of this Award, the recipient must promptly inform Treasury of the following: i. Name of the Center of Excellence and the entity selected to administer it, including the names of member organizations if the entity is a consortium; ii. The DUNS Number of the entity; iii. Location of the entity; iv. Discipline or disciplines assigned to the Center of Excellence; v. Description of the actual public input process undertaken, including a summary of any comments received and a description of how they were addressed; and vi. The estimated budget for the Center, including the total allocation of funded dollars for the Center. b. The recipient must immediately notify Treasury if it anticipates selecting a new entity or consortium to serve as a Center of Excellence, or making other changes to the initial selection of Center(s) of Excellence described in the scope of work.

3. Performance Reports In addition to the reporting requirements in Section D, the recipient must submit an annual report to the Gulf Coast Ecosystem Restoration Council (“Council”), in a form prescribed by the Council that includes information on subrecipients, subaward amounts, disciplines addressed, and any other information required by the Council. When the subrecipient is a consortium, the annual report must also identify the consortium members. The recipient must provide a copy of this report to Treasury when it submits the report to the Council.

December 2018 Page 3 STANDARD TERMS AND CONDITIONS AWARDS UNDER THE DIRECT COMPONENT AND THE CENTERS OF EXCELLENCE RESEARCH GRANTS PROGRAM

C FINANCIAL REQUIREMENTS

1. Applicable Regulations This Award is subject to the following federal regulations and requirements. This list is not exclusive: a. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. Part 200, Subparts A through F, and any Treasury regulations incorporating these requirements. b. Treasury’s RESTORE Act regulations, 31 C.F.R. Part 34. c. Governmentwide Debarment and Suspension, 31 C.F.R. Part 19. d. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. e. New Restrictions on Lobbying, 31 C.F.R. Part 21. f. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170. g. Award Term related to Trafficking in Persons, 2 C.F.R. Part 175.

2. Scope of Work The recipient must only use funds obligated and disbursed under this Award for the purpose of carrying out activities described in the attached approved scope of work. The recipient must not incur or pay any expenses under this Award for activities not related to the attached approved scope of work unless Treasury first approves an Award amendment explicitly modifying the approved scope of work to include those activities.

3. Period of Performance; Pre-award Costs The recipient must use funds obligated and disbursed under this Award only during the period of performance specified in the Notice of Award, which is the time period during which the recipient may incur new obligations and costs to carry out the work authorized under this Award. The only exception is for costs incurred prior to the effective date of this Award, which are allowable only if: a. Treasury specifically authorized these costs in writing on or after the issuance date of this Award; b. Incurring these costs was necessary for the efficient and timely performance of the scope of work; and c. These costs would have been allowable if incurred after the date of the award.

4. Indirect Costs a. The recipient may only charge indirect costs to this Award if these costs are allowable under 2 C.F.R. Part 200, subpart E (Cost Principles).

December 2018 Page 4 b. Indirect costs charged must be consistent with an accepted de minimis rate or the indirect cost rate agreement negotiated between the recipient and its cognizant agency (defined as the federal agency that is responsible for reviewing, negotiating, and approving cost allocation plans or indirect cost proposals, see 2 C.F.R. § 200.19) and must be included in the recipient’s budget. c. Unallowable direct costs are not recoverable as indirect costs. d. The maximum dollar amount of allocable indirect costs charged to this Award shall be the lesser of: i. The line item amount for the indirect costs contained in the approved budget, including all budget revisions approved in writing by the Treasury; or, ii. The total indirect costs allocable to this Award based on the indirect cost rate approved by a cognizant or oversight federal agency and applicable to the period in which the cost was incurred, provided that the rate is approved on or before the Award end date.

5. Cost Sharing and Budget Limitations a. The recipient is not required to contribute any matching funds. b. The recipient shall not request or receive additional funding beyond what was included in the approved application for the attached approved scope of work from any federal or non-federal source without first notifying Treasury.

6. Program Income Any program income (defined at 2 C.F.R. § 200.80) generated by the recipient or the subrecipient during the period of performance of the award or subrecipient agreement, as applicable, must be included in the approved budget and be used for the purposes of the Award and under the conditions of these Standard Terms and Conditions and any Special Award Conditions, i.e. solely to accomplish the approved scope of work.

7. Incurring Costs or Obligating Federal Funds Beyond the Expiration Date The recipient must not incur costs or obligate funds under this Award for any purpose pertaining to the operation of the activity, project, or program beyond the end of the period of performance. The only costs which are authorized for a period up to 90 days following the end of the period of performance are those strictly associated with close-out activities. Close-out activities are normally limited to the preparation of final progress, financial, and required audit reports unless otherwise approved in writing by Treasury. Under extraordinary circumstances, and at Treasury’s sole discretion, Treasury may approve the recipient’s request for an extension of the 90-day closeout period.

8. Tax Refunds Refunds of taxes paid under the Federal Insurance Contributions Act (FICA) and the Federal Unemployment Tax Act (FUTA) that are received by the recipient during or after the period of performance must be refunded or credited to Treasury if these taxes were paid out of RESTORE Act funds in accordance with 2 C.F.R. Part 200, subpart E (Cost Principles). The recipient agrees to contact Treasury immediately upon receipt of these refunds.

December 2018 Page 5 9. Subawards a. If the recipient is permitted to make subawards under this award, the recipient must execute a legally binding written agreement with the subrecipient which includes a budget by federal object class categories or fixed amount (2 CFR 200.332) if approved by Treasury. This agreement must incorporate all the terms and conditions of this Award, including any Special Award Conditions, and must include the information at 2 C.F.R. § 200.331. The recipient must perform all responsibilities required of a pass-through entity, as specified in 2 C.F.R. Part 200. b. The recipient must evaluate and document each subrecipient’s risk of noncompliance with federal statutes, federal regulations, and the terms and conditions of the subaward for purposes of determining the appropriate subrecipient monitoring strategy, as described in 2 C.F.R. § 200.331(b). c. The recipient must monitor the subrecipient’s use of federal funds through reporting, site visits, regular contact, or other means to provide reasonable assurance that the subrecipient is administering the subaward in compliance with the RESTORE Act, Treasury’s RESTORE Act regulations, these Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions, and to ensure that performance goals are achieved. d. The recipient must provide training and technical assistance to the subrecipient as necessary. e. The recipient must, if necessary, take appropriate enforcement actions against non-compliant subrecipients. f. If lower tier subawards are authorized by Treasury, the recipient must ensure that a subrecipient who makes a subaward applies the terms and conditions of this Award, including any Special Award Conditions, to all lower tier subawards through a legally binding written agreement, and that a subrecipient who makes a subaward carries out all the responsibilities of a pass-through entity described at 2 C.F.R. Part 200. g. The recipient must maintain written standards of conduct governing the performance of its employees involved in executing this Award and administration of subawards. i. No employee, officer, or agent shall participate in the selection, award, or administration of a subaward supported by federal funds if a real or apparent conflict of interest would be involved. Such a conflict would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization in which he/she serves as an officer or which employs or is about to employ any of the parties mentioned in this section, has a financial interest or other interest in the organization selected or to be selected for a subaward. ii. The officers, employees, and agents of the recipient shall neither solicit nor accept anything of monetary value from subrecipients. iii. A recipient may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. A financial interest may include employment, stock ownership, a creditor or debtor relationship, or prospective employment with the organization selected or to be selected for a subaward. iv. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the recipient.

December 2018 Page 6

D RECIPIENT REPORTING AND AUDIT REQUIREMENTS

1. Financial Reports a. The recipient must submit a "Federal Financial Report" (SF-425) on a semi- annual basis for the periods ending March 31 and September 30 (or June 30 and December 31, if instructed by Treasury), or any portion thereof, unless otherwise specified in a special award condition. Reports are due no later than 30 days following the end of each reporting period. A final SF-425 must be submitted within 90 days after the end of the period of performance. b. In the remarks section of each SF-425 submitted, the recipient must describe by federal budget class category the use of all funds received by the recipient and subrecipient (if applicable). c. The report must be signed by an authorized certifying official who is the employee authorized by the recipient organization to submit financial data on its behalf. d. The recipient must submit all financial reports via http://www.GrantSolutions.gov, unless otherwise specified by Treasury in writing.

2. Performance Reports a. The recipient must submit an SF-PPR (“Performance Progress Report”), a “RESTORE Act Status of Performance Report,” (standard format provided by Treasury, OMB Approval No. 1505-0250) and an updated “RESTORE Act Milestones Report,” (standard format provided by Treasury, OMB Approval No. 1505-0250) on a semi-annual basis for the periods ending March 31 and September 30 (or June 30 and December 31, if instructed by Treasury), or any portion thereof, unless otherwise specified in a Special Award Condition. Reports are due no later than 30 days following the end of each reporting period, except the final report, which is due 90 days following the end of the period of performance. b. The recipient must submit all performance reports in (a) above, via http://www.GrantSolutions.gov, unless otherwise specified in writing by Treasury, and the recipient must complete these reports according to the following instructions: i. SF-PPR: In the “performance narrative” attachment (section B of the SF- PPR), the recipient must provide the following information: a) In Section B-1: 1) Summarize activities undertaken during the reporting period by the recipient and any subrecipients (if applicable); 2) Summarize any key accomplishments, including milestones completed for the reporting period; 3) List any contracts awarded during the reporting period, along with the name of the contractor and its principal, the DUNS number of the contractor, the value of the contract, the date of award, a brief description of the services to be provided, and whether or not local preference was used in the selection of the contractor; and 4) If the recipient or any subrecipient is authorized to make

December 2018 Page 7 subawards, list any subawards executed during the reporting period, along with the name of the entity and its principal, the DUNS number of the entity, the value of the agreement, the date of award, and a brief description of the scope of work. b) In Section B-2: 1) Indicate if any operational, legal, regulatory, budgetary, and/or ecological risks, and/or any public controversies, have materialized. If so, indicate what mitigation strategies have been undertaken to attenuate these risks or controversies; and 2) Summarize any challenges that have impeded the recipient’s ability to accomplish the approved scope of work on schedule and on budget. If the scope of work is not on schedule, the recipient should propose a revised schedule and update its milestone report. c) In Section B-3: Summarize any significant findings or events, including any data compiled, collected, or created, if applicable. d) In Section B-4: Describe any activities to disseminate or publicize results of the activity, project, or program, including data and its repository and citations for publications resulting from this Award. e) In Section B-5: 1) Describe all efforts taken to monitor contractor and/or subrecipient performance, including site visits, during the reporting period. 2) For subawards, indicate whether the subrecipient(s) submitted an audit to the recipient, and if so, whether the recipient issued a management decision on any findings; and 3) For awards where Davis-Bacon Act provisions are applicable, indicate whether the recipient and/or subrecipient(s) received and reviewed certified weekly payroll records and/or whether the recipient or subrecipient(s) conducted labor interviews. 4) Describe any other activities or relevant information not already provided. f) In Section B-6: Summarize the activities planned for the next reporting period. ii. “RESTORE Act Status of Performance Report”: Instructions are provided on the report form. iii. “RESTORE Act Milestones Report”: Instructions are provided on the report form.

3. Interim Reporting on Significant Developments per 2 C.F. R. § 200.328(d) a. Events may occur between the scheduled performance reporting dates that have significant impact upon the activity, project, or program. In such cases, the recipient must inform Treasury as soon as the following types of conditions

December 2018 Page 8 become known: i. Problems, delays, or adverse conditions which will materially impair the ability to meet the objective of this Award. This disclosure must include a statement of the action taken, or contemplated, and any assistance needed to resolve the situation. ii. Favorable developments, which enable meeting time schedules and objectives sooner or at less cost than anticipated or producing more or different beneficial results than originally planned.

b. The recipient must: i. Promptly provide to Treasury and the Treasury Inspector General a copy of all state or local inspector general reports, audit reports other than those prepared under the Single Audit Act, and reports of any other oversight body, if such report pertains to an award under any RESTORE Act component, including the Comprehensive Plan Component and Spill Impact Component. ii. Immediately notify Treasury and the Treasury Inspector General of any indication of fraud, waste, abuse, or potentially criminal activity pertaining to grant funds. iii. Promptly notify Treasury upon the selection of a contractor or subrecipient performing work under this Award, and include the name and DUNS number for the subrecipient or contractor, and the total amount of the contract or subaward.

4. Audit Requirements The recipient is responsible for complying, and ensuring all subrecipients comply, with all audit requirements of the Single Audit Act and 2 C.F.R. Part 200 Subpart F – Audit Requirements.

5. Operational Self-Assessment The recipient must submit a revised Operational Self-Assessment form no later than June 30th of each calendar year for the duration of this Award. Only one Operational Self- Assessment must be submitted per recipient per year. In completing the form, the recipient must note controls or activities that have changed from its previous submission. The recipient must submit the Operational Self-Assessment electronically to [email protected], unless otherwise specified in writing by Treasury. The form may be downloaded at Direct Component OSA or Centers of Excellence OSA.

E FINANCIAL MANAGEMENT SYSTEM AND INTERNAL CONTROL REQUIREMENTS 1. Recipients that are states must expend and account for Award funds in accordance with the applicable state laws and procedures for expending and accounting for the state’s own funds. All other recipients must expend and account for Award funds in accordance with federal laws and procedures. In addition, all recipients’ financial management systems must be sufficient to: a. Permit the preparation of accurate, current, and complete SF-425, SF-PPR, RESTORE Act Milestones Report, and RESTORE Act Status of Performance Reports, as well as reporting on subawards, if applicable, and any additional reports required by any Special Award Conditions; December 2018 Page 9 b. Permit the tracing of funds to a level of expenditures adequate to establish that such funds have been used in accordance with all applicable federal, state, and local requirements, including the RESTORE Act, Treasury RESTORE Act regulations, these Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions. c. Allow for the comparison of actual expenditures with the amount budgeted for each Award made to the recipient by Treasury under the RESTORE Act. d. Identify and track all RESTORE Act awards received and expended by the assigned grant number, which is the Universal Award ID (as provided by Treasury), the year the Award was made, the awarding agency (Treasury), and the program’s CFDA title and CFDA number (21.015). e. Record the source and application of funds for all activities funded by this Award, as well as all awards, authorizations, obligations, unobligated balances, assets, expenditures, program income, and interest earned on federal advances, and allow users to tie these records to source documentation such as cancelled checks, paid bills, payroll and attendance records, contract and subaward agreements, etc. f. Ensure effective control over, and accountability for, all federal funds, and all property and assets acquired with federal funds. The recipient must adequately safeguard all assets and ensure that they are used solely for authorized purposes. 2. The recipient must establish written procedures to implement the requirements set forth in section H below (Award Disbursement), as well as written procedures to determine the allowability of costs in accordance with 2 C.F.R. Part 200, subpart E (Cost Principles) and the terms and conditions of this Award. 3. The recipient must establish and maintain effective internal controls over this Award in a manner that provides reasonable assurance that the recipient is managing this Award in compliance with the RESTORE Act, Treasury’s RESTORE Act regulations, these Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions. These internal controls should be in compliance with guidance in “Standards for Internal Control in the Federal Government” issued by the Comptroller General of the United States or the “Internal Control Integrated Framework”, issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The recipient must evaluate and monitor its compliance, and the compliance of any subrecipients, with the RESTORE Act, Treasury’s RESTORE Act regulations, these Standard Terms and Conditions, Program-Specific Terms and Conditions, and any Special Award Conditions, and promptly remedy any identified instances of noncompliance. When and if an instance of noncompliance cannot be remedied by the recipient, the recipient must promptly report the instance of noncompliance to Treasury and the Treasury Inspector General, followed by submitting a proposed mitigation plan to Treasury. 4. The recipient must take reasonable measures to safeguard protected personally identifiable information (PII) consistent with applicable federal, state, and local laws regarding privacy and obligations of confidentiality.

F RECORDS RETENTION REQUIREMENTS 1. The recipient must retain all records pertinent to this Award for a period of three years, beginning on a date as described in 2 C.F.R. § 200.333. While electronic storage of records (backed up as appropriate) is preferable, the recipient has the option to store records in hardcopy (paper) format. For the purposes of this section, the term “records” includes but is not limited to: December 2018 Page 10 a. Copies of all contracts and all documents related to a contract, including the Request for Proposal (RFP), all proposals/bids received, all meeting minutes or other documentation of the evaluation and selection of contractors, any disclosed conflicts of interest regarding a contract, all signed conflict of interest forms, all conflict of interest and other procurement rules governing a particular contract, and any bid protests; b. Copies of all subawards and all documents related to a subaward. For competitively selected subawards, documents may include those relevant to and required by the recipient’s or subrecipient’s selection process such as the funding opportunity announcement or equivalent, all applications received, all meeting minutes or other documentation of the evaluation and selection of subrecipients, any disclosed conflicts of interest regarding a subaward, and all signed conflict of interest forms; c. All documentation of site visits, reports, audits, and other monitoring of contractors (vendors) and subrecipients; d. All financial and accounting records, including records of disbursements to contractors (vendors) and subrecipients, and documentation of the allowability of Administrative Costs charged to this Award; e. All supporting documentation for the performance outcome and other information reported on the recipient’s SF-425s, SF-PPRs, RESTORE Act Milestones Reports, and RESTORE Act Status of Performance Reports; and f. Any reports, publications, and data sets from any research conducted under this Award. 2. If any litigation, claim, investigation, or audit relating to this Award or an activity funded with Award funds is started before the expiration of the three year period, the records must be retained until all litigation, claims, investigations, or audit findings involving the records have been resolved and final action taken. 3. If the recipient is authorized to enter into contracts to complete the approved scope of work, the recipient must include in its legal agreement with the contractor a requirement that the contractor retain all records in compliance with 2 C.F.R. § 200.333. 4. If the recipient is authorized to make subawards, the recipient must include in its legal agreement with the subrecipient a requirement that the subrecipient retain all records in compliance with 2 C.F.R. § 200.333.

G THE FEDERAL GOVERNMENT’S RIGHT TO INSPECT, AUDIT, AND INVESTIGATE 1. Access to Records a. Treasury, the Treasury Office of Inspector General, and the Government Accountability Office have the right of timely and unrestricted access to any documents, papers or other records, including electronic records, of the recipient that are pertinent to this Award, in order to make audits, investigations, examinations, excerpts, transcripts, and copies of such documents. This right also includes timely and reasonable access to the recipient’s personnel for the purpose of interview and discussion related to such documents. This right of access shall continue as long as records are required to be retained. b. If the recipient is authorized to make subawards, the recipient must include in its legal agreement or contract with the subrecipient a requirement that the subrecipient make available to Treasury, the Treasury Office of Inspector General, and the Government Accountability Office any documents, papers or other records, including electronic records, of the subrecipient, that are pertinent

December 2018 Page 11 to this Award, in order to make audits, investigations, examinations, excerpts, transcripts, and copies of such documents. This right also includes timely and reasonable access to the subrecipient’s personnel for the purpose of interview and discussion related to such documents. This right of access shall continue as long as records are required to be retained (see Section F above). If the recipient is authorized to enter into contracts to complete the approved scope of work, the recipient must include in its contract a requirement that the contractor make available to Treasury, the Treasury Office of Inspector General, and the Government Accountability Office any documents, papers or other records, including electronic records, of the contractor that are pertinent to this Award, in order to make audits, investigations, examinations, excerpts, transcripts, and copies of such documents. This right also includes timely and reasonable access to the contractor’s personnel for the purpose of interview and discussion related to such documents. This right of access shall continue as long as records are retained (see Section F above).

2. Access to the Recipient’s Sites. The Treasury, the Treasury Office of Inspector General, and Government Accountability Office shall have the right during normal business hours to conduct announced and unannounced onsite and offsite physical visits of recipients and their subrecipients and contractors corresponding to the duration of their records retention obligation for this Award.

H AWARD DISBURSEMENT 1. Unless otherwise specified in a Special Award Condition, Treasury will make advance payments under this Award. However, if one of the following occurs, Treasury will require Award funds to be disbursed on a reimbursement basis either with or without pre-approval of drawdown requests: (1) Treasury determines that the recipient does not meet the financial management system standards (see Section E) included in these Standard Terms and Conditions, (2) Treasury determines that the recipient has not established procedures that will minimize the time elapsing between the transfer of funds and disbursement, or (3) Treasury determines that the recipient is in noncompliance with the RESTORE Act, Treasury’s RESTORE Act regulations, other pertinent federal statutes, these Standard Terms and Conditions, Program-Specific Terms and Conditions, and/or any Special Award Conditions, and determines that the appropriate remedy is to require payment on a reimbursement basis. 2. If reimbursement is used, Treasury may require pre-approval of drawdown requests. If Treasury requires pre-approval of drawdown requests, Treasury will provide the recipient with instructions on what billing to submit. Treasury will make payment within 30 calendar days after receipt of the billing, unless Treasury determines the request to be improper, in which case payment will not be made. 3. To the extent available, the recipient must disburse funds available from program income, rebates, refunds, contract settlements, audit recoveries, and interest earned on such funds before requesting additional cash payments of Award funds. 4. Treasury will use the Department of Treasury’s Automated Standard Application for Payment (ASAP) system to disburse payments of Award funds. In order to receive payments, the recipient must first enroll in ASAP.gov. Treasury creates and funds account(s) for recipients in ASAP.gov, and recipients access their account(s) online to request funds. All Award funds will be disbursed electronically using the Automated Clearing House (ACH) for next day or future day payments only. Awards paid through ASAP.gov may contain controls or withdrawal limits set by Treasury. 5. Requirements applicable to recipients that are states: Payment methods of state December 2018 Page 12 agencies or instrumentalities must be consistent with Treasury-State agreements under the Cash Management Improvement Act, 31 C.F.R. Part 205 “Rules and Procedures for Efficient Federal-State Funds Transfers,” and Treasury Financial Manual (TFM) 4A-2000 Overall Disbursing Rules for All Federal Agencies. 6. Requirements applicable to recipients that are not states: The recipient must minimize the time between the transfer of funds from Treasury and the use of the funds by the recipient. Advance payments to the recipient must be limited to the minimum amounts needed and be timed to be in accordance with the actual, immediate cash requirements of the recipient in carrying out the purpose of the approved activity, project, or program. The timing and amount of advance payments must be as close as is administratively feasible to the actual disbursements by the parish or county for activity, project, or program costs and the proportionate share of any allowable indirect costs. Advances should not be drawn down more than three business days before expenditure. Advanced funds not disbursed in a timely manner must be promptly returned to Treasury. The recipient must make timely payment to contractors (vendors) in accordance with the contract provisions. 7. Advances of federal funds must be deposited and maintained in United States Government-insured interest-bearing accounts whenever possible. The recipient is not required to maintain a separate depository account for receiving Award funds. If the recipient maintains a single depository account where advances are commingled with funds from other sources, the recipient must maintain on its books a separate subaccount for the Award funds. Consistent with the national goal of expanding opportunities for women-owned and minority-owned business enterprises, the recipient is encouraged to ensure fair consideration of women-owned and minority-owned banks (a bank which is owned at least 50 percent by women or minority group members). 8. The recipient must maintain advances of federal funds in interest bearing accounts, unless one of the following conditions applies: a. The recipient receives less than $120,000 in federal awards per year; b. The best reasonably available interest bearing account would not be expected to earn interest in excess of $500 per year on federal cash balances; or c. The depository would require an average or minimum balance so high that it would not be feasible within the expected federal and non-federal cash resources. 9. On an annual basis, the recipient must remit interest earned on federal advance payments deposited in interest-bearing accounts to the Department of Health and Human Services, Payment Management System, Rockville, MD 20852. Interest amounts up to $500 per year may be retained by the recipient and used for administrative costs.

I EFFECT OF A GOVERNMENT SHUTDOWN ON DISBURSEMENTS AND THE AVAILABILITY OF TREASURY PERSONNEL In the event of a federal government shutdown, Treasury will issue guidance to the recipient concerning the expected effects on this Award.

J NOTIFICATIONS AND PRIOR APPROVALS 1. Notifications In addition to other notifications required under these Standard Terms and Conditions, the recipient must promptly notify Treasury in writing whenever any of the following is anticipated or occurs:

December 2018 Page 13 a. A vacancy or change to key personnel listed in the application. b. Any termination of a subaward prior to the expiration of the agreement with the subrecipient. c. Except for changes described in (2) below, the recipient may revise the budget without prior approval. If the recipient alters the budget, the recipient must provide a revised budget form (SF-424A or SF-424C, as applicable) to Treasury as an attachment to the SF-PPR, reflecting all budget revisions from the same period covered by the SF-PPR. Acceptance of such budget information does not constitute Treasury’s approval of the revised budget.

2. Prior Approvals a. The recipient must obtain prior written approval from Treasury whenever any of the following actions is anticipated: i. A change in the scope or the objective of the activity, project, or program (even if there is no associated budget revision requiring prior written approval); ii. A need to extend the period of performance; iii. A need for additional federal funds to complete the activity, project, or program; iv. The transfer of funds among direct cost categories or programs, functions, and activities if this Award exceeds the Simplified Acquisition Threshold (defined at 2 C.F.R. § 200.88) and the cumulative amount of such transfers exceeds or is expected to exceed 10 percent of the total budget as last approved by Treasury; v. The subawarding, transferring or contracting out of any work under this Award (this provision does not apply to the acquisition of supplies, material, equipment or general support services), unless described in the application and approved in this Award.; vi. Any transfer between the non-construction and construction activities; and vii. The inclusion of costs that require prior approval in accordance with 2 C.F.R. Part 200, Subpart E—Cost Principles, unless described in the application and approved in this Award. b. If requesting a no-cost extension to this Award, the request must be made no less than 30 days prior to the end of the period of performance for this Award. Any extension of the period of performance requires prior written approval from Treasury.

K PROPERTY 1. General Requirements a. The recipient must comply with the property standards at 2 C.F.R. § 200.310 through § 200.316 for real property, equipment, supplies, and intangible property. The recipient must also comply with the RESTORE Act requirements concerning the acquisition of land and interests in land at 31 C.F.R. § 34.803. b. No real property or interest in real property may be acquired under this Award unless authorized in the approved scope of work.

December 2018 Page 14 2. Supplies and Equipment a. Requirements that are applicable to recipients that are states: i. Equipment: The recipient must use, manage, and dispose of equipment acquired under this Award in accordance with state laws and procedures. ii. Supplies: If the recipient has a residual inventory of unused supplies exceeding $5,000 in total aggregate value upon termination or completion of the activity, project, or program and the supplies are not needed for any other federal award, the recipient must report the value and the retention or sale of such supplies by submitting to Treasury a completed SF-428 Tangible Personal Property Report and SF-428-B Final Report Form no later than 60 days after the end of the Period of Performance.

b. Requirements that are applicable to recipients that are not states:

i. Equipment and Supplies: During the period of performance, the recipient must seek disposition instructions from Treasury for equipment and/or unused or residual supplies acquired under this Award if the current fair market value of the equipment and/or unused or residual supplies is greater than $5,000 per unit. The recipient must seek disposition instructions before disposing of the property by submitting a completed SF-428 Tangible Personal Property Report and SF-428-C Disposition Request/Report. Not later than 60 days after the end of the period of performance, the recipient must submit to Treasury a completed SF-428 Tangible Personal Property Report and SF-428-B Final Report Form if the recipient retains any equipment with a current fair market value greater than $5,000 per unit or a residual inventory of unused supplies exceeding $5,000 in total aggregate value upon termination or completion of the activity, project, or program and the equipment and/or supplies are not needed for any other federal award.

L AMENDMENTS AND CLOSEOUT 1. Amendments a. The terms of this Award may be amended with the written approval of the recipient and Treasury. b. Treasury reserves the right to amend the terms of this Award if required by federal law or regulation. c. Amendments must be requested in writing, and must include an explanation for the reason this Award should be amended.

2. Closeout a. Treasury will close out this Award when it determines that all applicable administrative actions and all required work of this Award have been completed. b. Within 90 calendar days after the end of the period of performance, unless the recipient requests, and Treasury approves, an extension, the recipient must submit any outstanding SF-PPR and RESTORE Act Status of Performance reports, as well as the required reporting on subawards, if applicable, plus a final SF-425 report. In the remarks section of the final SF-425 report, the recipient December 2018 Page 15 must describe by federal budget class category the final use of all funds received by the recipient and subrecipient (if applicable). . c. The recipient must liquidate all obligations incurred under this Award not later than 90 calendar days after the end of the period of performance, unless the recipient requests, and Treasury approves, an extension. d. The recipient must promptly refund any balances of unobligated cash that Treasury paid. e. Following receipt of reports in paragraph (a) of this section, Treasury will make upward or downward adjustments to the allowable costs, and then make prompt payment to the recipient for allowable, unreimbursed costs. f. The closeout of this Award does not affect any of the following: i. The right of Treasury to disallow costs and recover funds on the basis of a later audit or other review; ii. The obligation of the recipient to return any funds due as a result of later refunds, corrections, or other transactions including final indirect cost rate adjustments; iii. The recipient’s obligations regarding audits, property management and disposition (if applicable), and records retention.

M REMEDIES FOR NONCOMPLIANCE 1. If Treasury determines that the recipient has failed to comply with the RESTORE Act, Treasury’s RESTORE Act regulations, these Standard Terms and Conditions, Program- Specific Terms and Conditions, or any Special Award Conditions, Treasury may take any of the following actions (in addition to the remedies in Section A.3, above, applicable to Direct Component awards): a. Impose additional Special Award Conditions such as: i. Allowing payment only on a reimbursement basis, with pre-approval of drawdown requests, ii. Requiring additional reporting or more frequent submission of the SF- 425, SF-PPR, or RESTORE Act Status of Performance Report, iii. Requiring additional activity, project, or program monitoring, iv. Requiring the recipient or one or more of its subrecipients to obtain technical or management assistance, and/or v. Establishing additional actions that require prior approval; b. Temporarily withhold payments pending correction of the noncompliance; c. Disallow from funding from this Award all or part of the cost of the activity or action not in compliance; d. Wholly or partly suspend or terminate this Award; e. Withhold additional Awards; and/or f. Initiate suspension or debarment proceedings as authorized under 2 C.F.R. Part 180. Treasury will notify the recipient in writing of Treasury’s proposed determination that an instance of noncompliance has occurred, provide details regarding the instance of noncompliance, and indicate the remedy that Treasury proposes to pursue. The recipient December 2018 Page 16 will have 30 calendar days to respond and provide information and documentation contesting Treasury’s proposed determination or suggesting an alternative remedy. Treasury will consider any and all information provided by the recipient and issue a final determination in writing, which will state Treasury’s final findings regarding noncompliance and the remedy to be imposed. 2. In extraordinary circumstances, Treasury may require that any of the remedies above take effect immediately upon notice in writing to the recipient. In such cases, the recipient may contest Treasury’s determination or suggest an alternative remedy in writing to Treasury, and Treasury will issue a final determination. 3. Instead of, or in addition to, the remedies listed above, Treasury may refer the noncompliance to the Treasury Office of Inspector General for investigation or audit. Treasury will refer all allegations of fraud, waste, or abuse to the Treasury Inspector General. 4. Treasury may terminate this Award in accordance with 2 C.F.R. § 200.339. Requests for termination by the recipient must also be in accordance with 2 C.F.R. § 200.339. Such requests must be in writing and must include the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. If Treasury determines that the remaining portion of this Award will not accomplish the purpose of this Award, Treasury may terminate this Award in its entirety. 5. If this Award is terminated, Treasury will update or notify any relevant government-wide systems or entities of any indications of poor performance as required by 41 U.S.C. § 417b and 31 U.S.C. § 3321 and implementing guidance at 2 C.F.R. Part 180. 6. Costs that result from obligations incurred by the recipient during a suspension or after termination are not allowable unless Treasury expressly authorizes them in the notice of suspension or termination or subsequently. However, costs during suspension or after termination are allowable if: (1) the costs result from obligations which were properly incurred by the recipient before the effective date of suspension or termination, and are not in anticipation of it; and (2) the costs would be allowable if the Award was not suspended or expired normally at the end of the period of performance in which the termination takes effect.

N DEBTS 1. Payment of Debts Owed the Federal Government a. Any funds paid to the recipient in excess of the amount to which the recipient is finally determined to be authorized to retain under the terms of this Award constitute a debt to the federal government. b. Any debts determined to be owed the federal government must be paid promptly by the recipient. A debt is delinquent if it has not been paid by the date specified in Treasury’s initial written demand for payment, unless other satisfactory arrangements have been made. Interest, penalties, and administrative charges (see paragraphs c, d, and e below) shall be charged on delinquent debts in accordance with 31 U.S.C. § 3717 and 31 C.F.R. § 901.9. Treasury will refer any debt that is more than 180 days delinquent to Treasury’s Bureau of the Fiscal Service for debt collection services. c. The minimum annual interest rate to be assessed on any debts is the Department of the Treasury’s Current Value of Funds Rate (CVFR). The CVFR is available online at https://www.fiscal.treasury.gov/fsreports/rpt/cvfr/cvfr_home.htm. The assessed rate shall remain fixed for the duration of the indebtedness, based on the beginning date in Treasury’s written demand for payment. d. Penalties on any debts shall accrue at a rate of not more than 6 percent per year December 2018 Page 17 or such other higher rate as authorized by law. e. Administrative charges, that is, the costs of processing and handling a delinquent debt, shall be determined by Treasury. f. Funds for payment of a debt must not come from other federally sponsored programs. Verification that other federal funds have not been used will be made, e.g., during on-site visits and audits.

2. Effect of Judgment Lien on Eligibility for Federal Grants, Loans, or Programs Pursuant to 28 U.S.C. § 3201(e), unless waived in writing by Treasury, a debtor who has a judgment lien against the debtor’s property for a debt to the United States shall not be eligible to receive any grant or loan that is made, insured, guaranteed, or financed directly or indirectly by the United States or to receive funds directly from the federal government in any program, except funds to which the debtor is entitled as beneficiary, until the judgment is paid in full or otherwise satisfied.

O NON-DISCRIMINATION REQUIREMENTS No person in the United States shall, on the ground of race, color, national origin, handicap, age, religion, or sex, be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity receiving federal financial assistance. The recipient is required to comply with all non-discrimination requirements summarized in this section, and to ensure that all subawards and contracts contain these nondiscrimination requirements.

1. Statutory Provisions a. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) prohibits discrimination on the grounds of race, color, or national origin under programs or activities receiving federal financial assistance; b. Title IX of the Education Amendments of 1972 (20 U.S.C. §§ 1681 et seq.) prohibits discrimination on the basis of sex under federally assisted education programs or activities; c. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794) prohibits discrimination on the basis of handicap under any program or activity receiving or benefitting from federal assistance; d. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), prohibits discrimination on the basis of age in programs or activities receiving federal financial assistance; e. The Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.) (“ADA”), including the ADA Amendments Act of 2008 (Public Law 110-325, (“ADAAA”), prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto, as well as public or private entities that provide public transportation; f. Any other applicable non-discrimination law(s).

2. Regulatory Provisions a. Treasury Title VI regulations, 31 C.F.R. Part 22, implement Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000d, et seq.) which prohibits discrimination on the grounds of race, color, or national origin under programs or December 2018 Page 18 activities receiving federal financial assistance; b. Treasury Title IX regulations, 31 C.F.R. Part 28, implement Title IX of the Education Amendments of 1972 (20 U.S.C. §§ 1681 et seq.) which prohibits discrimination on the basis of sex under federally assisted education programs or activities; c. Treasury Age Discrimination regulations, 31 C.F.R. Part 23, implement the Age Discrimination Act of 1975, which prohibits discrimination on the basis of age in programs and activities receiving federal financial assistance.

3. Other Provisions a. Parts II and III of EO 11246 (30 Fed. Reg. 12319, 1965), “Equal Employment Opportunity,” as amended by EO 11375 (32 Fed. Reg. 14303, 1967) and 12086 (43 Fed. Reg. 46501, 1978), require federally assisted construction contracts to include the nondiscrimination provisions of §§ 202 and 203 of EO 11246 and Department of Labor regulations implementing EO 11246 (41 C.F.R. § 60-1.4(b), 1991). b. EO 13166 (August 11, 2000), “Improving Access to Services for Persons With Limited English Proficiency,” requires federal agencies to examine the services provided, identify any need for services to those with limited English proficiency (LEP), and develop and implement a system to provide those services so LEP persons can have meaningful access to them.

4. Title VII Exemption for Religious Organizations Generally, Title VII of the Civil Rights Act of 1964, 42 U.S.C. §§ 2000e et seq., provides that it shall be an unlawful employment practice for an employer to discharge any individual or otherwise to discriminate against an individual with respect to compensation, terms, conditions, or privileges of employment because of such individual’s race, color, religion, sex, or national origin. However, Title VII, 42 U.S.C. § 2000e-1(a), expressly exempts from the prohibition against discrimination on the basis of religion, a religious corporation, association, educational institution, or society with respect to the employment of individuals of a particular religion to perform work connected with the carrying on by such corporation, association, educational institution, or society of its activities.

5. Protections for Whistleblowers In accordance with 41 U.S.C. § 4712, neither the recipient nor any of its subrecipients, contractors (vendors), or subcontractors may discharge, demote, or otherwise discriminate against an employee as a reprisal for disclosing information to a person or entity listed below that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant: a. A Member of Congress or a representative of a committee of Congress; b. An Inspector General; c. The Government Accountability Office; d. A Treasury employee responsible for contract or grant oversight or management; e. An authorized official of the Department of Justice or other law enforcement December 2018 Page 19 agency; f. A court or grand jury; and/or g. A management official or other employee of the recipient, subrecipient, vendor, contractor (vendor), or subcontractor who has the responsibility to investigate, discover, or address misconduct.

P REQUIREMENT TO CHECK DEBARMENT AND SUSPENSION STATUS OF SUBRECIPIENTS, CONTRACTORS, SUBCONTRACTORS AND VENDORS 1. Recipients that are authorized to enter into subawards or contracts to accomplish all or a portion of the approved scope of work must verify that a proposed subrecipient or contractor (if the contract is expected to equal or exceed $25,000) or its principals, does not appear on the federal government’s Excluded Parties List prior to executing an agreement or contract with that entity. Recipients may not enter into a subaward or contract with an entity that appears on the Excluded Parties List. The Excluded Parties List is accessible at http://www.sam.gov. 2. The recipient must ensure that any agreements or contracts with subrecipients or contractors (vendors) require that they verify that their contractors (for contracts expected to equal or exceed $25,000), subcontractors (for subcontracts expected to equal or exceed $25,000), or principals that the subrecipients or contractors engage to accomplish the scope of work, if applicable, do not appear on the federal government’s Excluded Parties List. Subrecipients and contractors may not enter into a contract or subcontract with an entity, or that entity’s principals, if that entity or its principals appear on the Excluded Parties List. 3. The recipient must include a term or condition in all lower tier covered transactions (subawards, contracts, and subcontracts described in 31 C.F.R. Part 19, subpart B) that the award is subject to 31 C.F.R. Part 19.

Q DRUG FREE WORKPLACE The recipient must comply with the provisions of the Drug-Free Workplace Act of 1988 (Public Law 100-690, Title V, Sec. 5153, as amended by Public Law 105-85, Div. A, Title VIII, Sec. 809, as codified at 41 U.S.C. § 8102), and Treasury implementing regulations at 31 C.F.R. Part 20, which require that the recipient take steps to provide a drug-free workplace.

R LOBBYING RESTRICTIONS 1. Lobbying Restrictions a. Solely for the purposes of Section R of these Standard Terms and Conditions, “recipient” is used as defined at 31 C.F.R. § 21.105(0). Solely for the purposes of Section R of these Standard Terms and Conditions, “award recipient” refers to the recipient of this RESTORE Act award from Treasury. b. All recipients must comply with the provisions of 31 U.S.C. § 1352, as amended, and with regulations at 31 C.F.R. Part 21. No appropriated funds may be expended by the recipient of a Federal grant to pay any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the making of any Federal grant or the extension, continuation, renewal, amendment, or modification of any Federal grant.

December 2018 Page 20 2. Certification a. Each person who requests or receives from Treasury a RESTORE Act grant shall file with Treasury a certification, set forth in Appendix A of 31 C.F.R. Part 21, that the person has not made, and will not make, any payment prohibited under 31 U.S.C. § 1352, as amended. b. The certification shall be filed pursuant to 31 C.F.R. § 21.100(a) and (b). c. Any subrecipient, at any tier, who receives a subaward exceeding $100,000 under this award, shall file with the tier above them a certification, set forth in appendix A of 31 C.F.R. Part 21, that the subrecipient as not made, and will not make, any payment prohibited by 31 C.F.R. § 21.100(a). Pursuant to 31 C.F.R. 21.100(d), the certification shall be filed to the next tier above. d. Any contractor or subcontractor, at any tier, who receives a contract or subcontract exceeding $100,000 under this award, shall file with the tier above them a certifications, set forth in Appendix A of 31 C.F.R. Part 21, that the contractor or subcontractor has not made, and will not make, any payment prohibited by 31 U.S.C. § 1352, as amended. Pursuant to 31 C.F.R. 21.100(d), the certification shall be filed to the next tier above. e. Every certification filed shall be treated as a material representation of fact upon which all receiving tiers shall rely. All liability arising from an erroneous representation shall be borne solely by the tier filing that representation and shall not be shared with any tier to which the erroneous representation if forwarded. Submitting an erroneous certification or disclosure constitutes a failure to file the required certification. If a person fails to file a required certification, the United States may pursue all available remedies, including those authorized by 31 U.S.C. § 1352.

3. Disclosure of Lobbying Activities a. The award recipient of this RESTORE Act grant from Treasury, if this grant exceeds $100,000, shall file with Treasury disclosure form SF-LLL, set forth in Appendix B of 31 CF.R. Part 21, if that award recipient is paid or will pay any funds, other than Federal appropriated funds, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal grant. b. Every recipient of a subaward under this RESTORE Act grant from Treasury, if this grant exceeds $100,000, shall file with the tier above it the disclosure form SF-LLL, set forth in Appendix B of 31 C.F.R. Part 21, if that recipient has paid or will pay any funds, other than Federal appropriated funds, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal grant. Each tier who receives the completed and signed SF-LLL disclosure form shall forward it to the tier above it, and the award recipient of this RESTORE Act grant from Treasury will forward it to Treasury. c. Every recipient of a contract or subcontract under this RESTORE Act grant from Treasury, if this grant exceeds $100,000, shall file with the tier above it the disclosure form SF-LLL, set forth in Appendix B of 31 C.F.R. Part 21, if that recipient has paid or will pay any funds, other than Federal appropriated funds, to any person for influencing or attempting to influence an officer or employee December 2018 Page 21 of any agency, a Member of Congress, an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal grant. Each tier who receives the completed and signed SF-LLL disclosure form shall forward it to the tier above it, and the award recipient of this RESTORE Act grant from Treasury will forward it to Treasury. d. Every SF-LLL disclosure form filed shall be treated as a material representation of fact upon which all receiving tiers shall rely. All liability arising from an erroneous representation shall be borne solely by the tier filing that representation and shall not be shared with any tier to which the erroneous representation is forwarded. Submitting an erroneous certification or disclosure constitutes a failure to file the required certification. If a person fails to file a required disclosure, the United States may pursue all available remedies, including those authorized by 31 US.C. § 1352, e. Pursuant to 31 C.F.R. § 21.110(c), every recipient must file a new disclosure form at the end of each calendar quarter in which a payment, or an agreement to make a payment, is made which would have otherwise required reporting at the time of application. Moreover, if an event occurs during the calendar quarter which materially affects the accuracy of information reported on the disclosure form previously submitted, the submitter must file a new disclosure form. Events which “materially affect” the accuracy of information already reported include: i. A cumulative increase of $25,000 or more in the amount paid or expected to be paid for influencing or attempting to influence a covered Federal action; ii. A change in the persons(s) influencing or attempting to influence; and/or iii. A change in the Federal official(s) contacted to influence or attempt to influence a covered Federal action, f. The award recipient must submit its form SF-LLLs, as well as those received from subrecipients, contractors and subcontractors, to Treasury within 30 calendar days following the end of the calendar quarter in which there occurs any event that requires disclosure or that materially affects the accuracy of the information contained in any disclosure form previously filed. g. The award recipient must include a statement in all subaward, contracts and subcontracts exceeding $100,000 in federal funds, that the subaward, contract, or subcontract is subject to 31 U.S.C. § 1352, h. The award recipient must require subrecipients, contractors and subcontractors to submit form SF-LLL to the award recipient with 15 calendar days following the end of the calendar quarter in which there occurs any event that requires disclosure or that materially affects the accuracy of the information contained in any disclosure from previously filed.

S PROCUREMENT 1. The recipient must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the

December 2018 Page 22 quantity acquired by the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 2. When the recipient makes a subaward to a subrecipient that is authorized to enter into contracts for the purpose of completing the subaward scope of work, the recipient must require the subrecipient to comply with the requirements contained in this section. 3. The recipient, subrecipient, contractor, and/or subcontractor must not sub-grant or sub- contract any part of the approved project to any agency or employee of Treasury and/or other federal department, agency, or instrumentality without the prior written approval of Treasury. Treasury will notify the recipient in writing of the final determination. 4. Requirements applicable to recipients and subrecipients that are states: When executing procurement actions under this Award, the recipient must follow the same policies and procedures it uses for procurements from its non-federal funds. The recipient must ensure that every purchase order or other contract contains any clauses required by federal statutes and EOs and their implementing regulations, including all of the provisions listed in Appendix II to 2 C.F.R. Part 200—Contract Provisions for Non- Federal Entity Contracts under Federal Awards, as well as any other provisions required by law or regulations. 5. Requirements applicable to recipients and subrecipients that are not states: The recipient must follow all procurement requirements set forth in 2 C.F.R. §§ 200.318, 200.319, 200.320, 200.321, 200.323, and 200.324. In addition, all contracts executed by the recipient to accomplish the approved scope of work must contain any clauses required by federal statutes and EOs and their implementing regulations, including all of the provisions listed in Appendix II to 2 C.F.R. Part 200—Contract Provisions for Non- Federal Entity Contracts under Federal Awards. 6. Contracting with small and minority businesses, women’s business enterprise, and labor surplus area firms, 2 C.F.R. § 200.321. Recipients and subrecipients that are not states must take all necessary affirmative steps to assure that minority businesses, women’s business enterprises, and labor surplus area firms are used when possible. Affirmative steps must include:

a. Placing qualified small and minority businesses and women’s business enterprises on solicitation lists;

b. Assuring that small and minority businesses, and women’s business enterprises are solicited whenever they are potential sources;

c. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women’s business enterprises;

d. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women’s business enterprises;

e. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce; and,

f. Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in (a) through (e) of this paragraph.

December 2018 Page 23

T RESEARCH INVOLVING HUMAN SUBJECTS 1. No research involving human subjects is permitted under this Award unless expressly authorized by a special award condition, or otherwise in writing by Treasury. 2. Federal policy defines a human subject as a living individual about whom an investigator conducting research obtains (1) data through intervention or interaction with the individual, or (2) identifiable private information. Research means a systematic investigation, including research development, testing and evaluation, designed to develop or contribute to generalizable knowledge. 3. The recipient and subrecipient, as appropriate, must maintain appropriate policies and procedures for the protection of human subjects. In the event it becomes evident that human subjects may be involved in this project, the recipient must submit appropriate documentation to Treasury for approval by the appropriate Treasury officials. This documentation may include: a. Documentation establishing approval of the project by an institutional review board (IRB) approved for federal-wide use under Department of Health and Human Services guidelines; b. Documentation to support an exemption for the project; c. Documentation to support deferral for an exemption or IRB review; or d. Documentation of IRB approval of any modification to a prior approved protocol or to an informed consent form. 4. No work involving human subjects may be undertaken, conducted, or costs incurred and/or charged for human subjects research, until the appropriate documentation is approved in writing by Treasury.

U ENVIRONMENTAL REQUIREMENTS The recipient must comply with all environmental standards, and provide information requested by Treasury relating to compliance with environmental standards, including but not limited to the following federal statutes, regulations, and EOs. If the recipient is permitted to make any subawards, the recipient must include all of the environmental statutes, regulations, and executive orders listed below in any agreement or contract with a subrecipient, and require the subrecipient to comply with all of these and to notify the recipient if the subrecipient becomes aware of any impact on the environment that was not noted in the recipient’s approved application package: 1. National Historic Preservation Act, as amended (54 U.S.C. § 300101 et seq.) and Archeological and Historic Preservation Act, as amended (54 U.S.C. § 312501 et seq.) 2. The National Environmental Policy Act of 1969, as amended (42 U.S.C. § 4321 et seq.) 3. Clean Air Act, as amended (42 U.S.C. § 7401 et seq.), Clean Water Act, as amended (33 U.S.C. § 1251 et seq.), and EO 11738 4. The Flood Disaster Protection Act of 1973, as amended (42 U.S.C. § 4002 et seq.) 5. The Endangered Species Act of 1973, as amended, (16 U.S.C. § 1531 et seq.) 6. The Coastal Zone Management Act, as amended, (16 U.S.C. § 1451 et seq.) 7. The Coastal Barriers Resources Act, as amended, (16 U.S.C. § 3501 et seq.) 8. The Wild and Scenic Rivers Act, as amended, (16 U.S.C. § 1271 et seq.) 9. The Safe Drinking Water Act of 1974, as amended, (42 U.S.C. § 300f-j)

December 2018 Page 24 10. The Resource Conservation and Recovery Act of 1976, as amended, (42 U.S.C. § 6901 et seq.) 11. The Comprehensive Environmental Response, Compensation, and Liability Act (Superfund) (42 U.S.C. § 9601 et seq.) and the Community Environmental Response Facilitation Act (42 U.S.C. § 9601 note) 12. Magnuson-Stevens Fishery Conservation and Management Act, as amended (16 U.S.C. §1801) 13. Marine Mammal Protection Act, as amended (16 U.S.C § 31) 14. Migratory Bird Treaty Act, as amended (16 U.S.C. §§ 703-712) 15. Responsibilities of Federal Agencies to Protect Migratory Birds, EO 13186 16. Bald and Golden Eagle Protection Act, as amended (16 U.S.C. § 668-668d) 17. Marine Protection, Research and Sanctuaries Act (33 U.S.C. §§ 1401-1445 and 16 U.S.C. §§ 1431—1445) 18. National Marine Sanctuaries Act, as amended (16 U.S.C. § 1431 et seq.) 19. Rivers and Harbors Act of 1899 (33 U.S.C § 407) 20. Environmental Justice in Minority Populations and Low Income Populations, EO 12898, as amended 21. Flood Management, EO 11988, as amended by EO 13690, and Protection of Wetland, EO11990, May 24, 177, as amended by EO 12608 22. Farmland Protection Policy Act, as amended (7 U.S.C. § 4201 et. seq.) 23. Coral Reef Protection, EO 13089 24. Invasive Species, EP 13112

V MISCELLANEOUS REQUIREMENTS AND PROVISIONS The recipient must comply with all miscellaneous requirements and provisions described in this section and, when applicable, require its subrecipients, contractors, and subcontractors to comply. This list is not exclusive:

1. Prohibition Against Assignment by the Recipient Notwithstanding any other provision of this Award, the recipient must not transfer, pledge, mortgage, or otherwise assign this Award, or any interest therein, or any claim arising thereunder, to any party or parties, banks, trust companies, or other financing or financial institutions without the express written approval of Treasury.

2. Disclaimer Provisions a. The United States expressly disclaims any and all responsibility or liability to the recipient or third persons for the actions of the recipient or third persons resulting in death, bodily injury, property damages, or any other losses resulting in any way from the performance of this Award or any other losses resulting in any way from the performance of this Award or any subaward, contract, or subcontract under this Award. b. The acceptance of this Award by the recipient does not in any way constitute an agency relationship between the United States and the recipient.

December 2018 Page 25

3. Prohibited and Criminal Activities a. The Program Fraud Civil Remedies Act of 1986 (31 U.S.C. §§ 3801-3812), provides for the imposition of civil penalties against persons who make false, fictitious, or fraudulent claims to the federal government for money (including money representing grants, loans or other benefits). b. False Statements, as amended (18 U.S.C. § 1001) provides that whoever makes or presents any materially false, fictitious, or fraudulent statements to the United States shall be subject to imprisonment of not more than five years. c. False, Fictitious, or Fraudulent Claims, as amended (18 U.S.C. § 287) provides that whoever makes or presents a false, fictitious, or fraudulent claim against or to the United States shall be subject to imprisonment of not more than five years and shall be subject to a fine in the amount provided in 18 U.S.C. § 287. d. False Claims Act, as amended (31 U.S.C. 18 U.S.C. § 3729 et seq.), provides that suits under this act can be brought by the federal government, or a person on behalf of the federal government, for false claims under federal assistance programs e. Copeland “Anti-Kickback” Act, as amended (18 U.S.C. § 874 and 40 U.S.C. § 276c), prohibits a person or organization engaged in a federally supported project from enticing an employee working on the project from giving up a part of his compensation under an employment contract. The Copeland “Anti-Kickback” Act also applies to contractors and subcontractors pursuant to 40 U.S.C. § 3145.

4. Political Activities The recipient must comply, as applicable, with provisions of the Hatch Act, as amended (5 U.S.C. §§ 1501-1508 and §§ 7321-7326) which limit the political activities of employees whose principal employment activities are funded in whole or in part with federal funds.

5. American-Made Equipment and Products The recipient is hereby notified that it is encouraged, to the greatest extent practicable, to purchase American-made equipment and products with funding provided under this Award.

6. Increasing Seat Belt Use in the United States Pursuant to EO 13043, the recipient should encourage its employees and contractors to enforce on-the-job seat belt policies and programs when operating company-owned, rented or personally owned vehicles.

7. Minority Serving Institutions (MSIs) Initiative Pursuant to EOs 13555 and13270, as amended, Treasury is strongly committed to broadening the participation of MSIs in its financial assistance programs. Treasury’s goals include achieving full participation of MSIs in order to advance the development of human potential, strengthen the nation’s capacity to provide high-quality education, and increase opportunities for MSIs to participate in and benefit from federal financial assistance programs. Treasury encourages recipients to include meaningful participation of MSIs. Institutions eligible to be considered MSIs are listed on the Department of Education website at http://www2.ed.gov/about/offices/list/ocr/edlite-minorityinst.html. December 2018 Page 26

8. Research Misconduct Treasury adopts, and applies to Awards for research, the Federal Policy on Research Misconduct (Federal Policy) issued by the EO of the President’s Office of Science and Technology Policy on December 6, 2000 (65 Fed. Reg. 76260 (2000)). As provided for in the Federal Policy, research misconduct refers to the fabrication, falsification, or plagiarism in proposing, performing, or reviewing research, or in reporting research results. Research misconduct does not include honest errors or differences of opinion. Recipients that conduct research funded by Treasury must foster an atmosphere conducive to the responsible conduct of sponsored research by safeguarding against and resolving allegations of research misconduct. Recipients also have the primary responsibility to prevent, detect, and investigate allegations of research misconduct and, for this purpose, may rely on their internal policies and procedures, as appropriate, to do so. Award funds expended on an activity that is determined to be invalid or unreliable because of research misconduct may result in appropriate enforcement action under the Award, up to and including Award termination and possible suspension or debarment. Treasury requires that any allegation that contains sufficient information to proceed with an inquiry be submitted to Treasury, which will also notify the Treasury Office of Inspector General of such allegation. Once the recipient has investigated the allegation, it will submit its findings to Treasury. Treasury may accept the recipient’s findings or proceed with its own investigation; Treasury shall inform the recipient of the Treasury’s final determination. 9. Care and Use of Live Vertebrate Animals Recipients must comply with the Laboratory Animal Welfare Act of 1966 (Public Law 89- 544), as amended, (7 U.S.C. § 2131 et seq.) (animal acquisition, transport, care, handling, and use in projects), and implementing regulations, 9 C.F.R. Parts 1, 2, and 3; the Endangered Species Act, as amended, (16 U.S.C. § 1531 et seq.); Marine Mammal Protection Act, as amended, (16 U.S.C. § 1361 et seq.) (taking possession, transport, purchase, sale, export or import of wildlife and plants); the Nonindigenous Aquatic Nuisance Prevention and Control Act, as amended, (16 U.S.C. § 4701 et seq.) (ensure preventive measures are taken or that probable harm of using species is minimal if there is an escape or release); and all other applicable statutes pertaining to the care, handling, and treatment of warm blooded animals held for research, teaching, or other activities supported by federal financial assistance.

10. The Trafficking Victims Protection Act of 2000, as amended, (22 U.S.C. § 7104(g)), and the implementing regulations at 2 C.F.R. Part 175 The Trafficking Victims Protection Act of 2000 authorizes termination of financial assistance provided to a private entity, as defined in 2 C.F.R. §175.25(d), without penalty to the federal government, if the recipient or subrecipient engages in certain activities related to trafficking in persons. a. Provisions applicable to a recipient that is a private entity 1. You as the recipient, your employees, subrecipients under this Award, and subrecipients' employees may not— i. Engage in severe forms of trafficking in persons during the period of time that this Award is in effect; ii. Procure a commercial sex act during the period of time that this Award is in effect; or

December 2018 Page 27 iii. Use forced labor in the performance of this Award or subawards under this Award. 2. We as the federal awarding agency may unilaterally terminate this Award, without penalty, if you or a subrecipient that is a private entity — i. Is determined to have violated a prohibition in paragraph a.1 of this Section V.10; or ii. Has an employee who is determined by the agency official authorized to terminate this Award to have violated a prohibition in paragraph a.1 of this Section V.10 through conduct that is either— A. Associated with performance under this Award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 C.F.R. Part 180, “OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement),” as implemented by our agency at 31 C.F.R. Part 19. b. Provision applicable to a recipient other than a private entity. We as the federal awarding agency may unilaterally terminate this Award, without penalty, if a subrecipient that is a private entity— 1. Is determined to have violated an applicable prohibition in paragraph a.1 of this Section V.10; or 2. Has an employee who is determined by the agency official authorized to terminate this Award to have violated an applicable prohibition in paragraph a.1 of this Section V.10 through conduct that is either— i. Associated with performance under this Award; or ii. Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 C.F.R. Part 180, “OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement),” as implemented by our agency at 31 C.F.R. Part 19. c. Provisions applicable to any recipient. 1. You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a.1 of this Section V.10. 2. Our right to terminate unilaterally that is described in paragraph a.2 or b of this Section V.10: i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. § 7104(g)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this Award. 3. You must include the requirements of paragraph a.1 of this Section V.10 in any subaward you make to a private entity. d. Definitions. For purposes of this award term: 1. “Employee” means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this Award; or

December 2018 Page 28 ii. Another person engaged in the performance of the project or program under this Award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost sharing or matching requirements. 2. “Forced labor” means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. “Private entity”: i. Means any entity other than a state, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 C.F.R. § 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 C.F.R. § 175.25(b). B. A for-profit organization

4. “Severe forms of trafficking in persons,” “commercial sex act,” and “coercion” have the meanings given at § 103 of the TVPA, as amended (22 U.S.C. § 7102).

11. The Federal Funding Accountability and Transparency Act of 2006, as amended, (Pub. L. No. 109-282, 31 U.S.C. § 6101 note) a. The award term at Appendix A of 2 C.F.R. Part 170 is hereby incorporated by reference. b. The Federal Funding Accountability and Transparency Act of 2006 (FFATA) requires information on federal awards to be made available to the public via a single, searchable website. This information is available at www.USASpending.gov. The FFATA Subaward Reporting System (FSRS) is the reporting tool federal prime awardees (i.e., prime contractors and prime grants recipients) use to capture and report subaward and executive compensation data regarding their first-tier subawards to meet the FFATA reporting requirements. Prime grant awardees will report against sub-grants awarded. The subaward information entered in FSRS will then be displayed at http://www.USASpending.gov. c. Recipients of RESTORE Act funding are subject to FFATA subaward reporting requirements as outlined in the OMB guidance on FFATA issued August 27, 2010. The recipient is required to file a FFATA subaward report by the end of the month following the month in which the recipient makes any subaward greater than or equal to $25,000. This includes any action that brings the cumulative total award to $25,000 or more. This report must be filed electronically at http://www.fsrs.gov. d. The recipient must report total compensation for each of its five most highly compensated executives for the preceding completed fiscal year, by the end of the month following the month in which this Award is made, and annually thereafter if— i. The total federal funding authorized to date under this Award is $25,000 or more; and

December 2018 Page 29 ii. In the preceding fiscal year, the recipient received— 1) 80 percent or more of annual gross revenues from federal procurement contracts (and subcontracts) and federal financial assistance subject to FFATA, as defined at 2 C.F.R. § 170.320 (and subawards); and 2) $25,000,000 or more in annual gross revenues from federal procurement contracts (and subcontracts) and federal financial assistance subject to FFATA, as defined at 2 C.F.R. 170.320 (and subawards); and iii. The public does not have access to information about the compensation of the executives through periodic reports filed under § 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or § 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.gov/answers/execomp.htm.) e. The recipient must report on the total compensation of its subrecipients’ five most highly compensated executives, as required by FFATA, and must include provisions in every executed contract or agreement with affected subrecipients requiring the subrecipient to provide all information necessary for the recipient to report on subrecipient executive compensation. The recipient must report on subrecipient executive compensation by the end of the month following the month during which the recipient makes the subaward. f. The recipient must keep its information current in SAM (System for Award Management, which is the successor to the Central Contractor Registry, (CCR)) at least until submission of the final SF-425 or receipt of the final Award payment, whichever is later. This requires that the recipient review and update the information at least annually after the initial registration, and more frequently if required by changes in the recipient’s information. SAM is the federal repository into which an entity must provide information required for the conduct of business as a recipient. Additional information about registration procedures may be found at the System for Award Management Internet site (currently at https://www.sam.gov/portal/public/SAM/). g. If the recipient is authorized to make subawards under this Award, the recipient must notify potential subrecipients that the recipient may not make a subaward to any entity unless that entity has provided its Data Universal Numbering System (DUNS) number to the recipient. A DUNS number is the nine-digit number established and assigned by Dun and Bradstreet, Inc. to uniquely identify business entities.

12. Recipient Integrity and Performance Matters (80 FR 43301, July 22, 2015) Reporting of Matters Related to Recipient Integrity and Performance a. General Reporting Requirement If the total value of the recipient’s currently active grants, cooperative agreements, and procurement contracts from all Federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of this Federal award, then the recipient during that period of time must maintain the accuracy of information reported to the System for Award Management (SAM) that is made available in the designated integrity and performance system (currently the Federal Awardee Performance and Integrity Information System (FAPIIS)) about civil, criminal, or administrative proceedings described in paragraph b. of

December 2018 Page 30 this award term and condition. This is a statutory requirement under § 872 of Public Law 110-417, as amended (41 U.S.C. § 2313). As required by § 3010 of Public Law 111-212, all information posted in the designated integrity and performance system on or after April 15, 2011, except past performance reviews required for Federal procurement contracts, will be publicly available.

b. Proceedings About Which The Recipient Must Report

The recipient must submit the information required about each proceeding that:

i. Is in connection with the award or performance of a grant, cooperative agreement, or procurement contract from the Federal Government; ii. Reached its final disposition during the most recent five year period; and iii. Is one of the following:

1) A criminal proceeding that resulted in a conviction, as defined in paragraph e. of this award term and condition; 2) A civil proceeding that resulted in a finding of fault and liability and payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more; 3) An administrative proceeding, as defined in paragraph e. of this award term and condition, that resulted in a finding of fault and liability and your payment of either a monetary fine or penalty of $5,000 or more or reimbursement, restitution, or damages in excess of $100,000; or 4) Any other criminal, civil, or administrative proceeding if:

a) It could have led to an outcome described in paragraph b.iii. 1), 2), or 3) of this award term and condition; b) It had a different disposition arrived at by consent or compromise with an acknowledgment of fault on your part; and c) The requirement in this award term and condition to disclose information about the proceeding does not conflict with applicable laws and regulations.

c. Reporting Procedures

Enter in the SAM Entity Management area the information that SAM requires about each proceeding described in paragraph b of this award term and condition. The recipient does not need to submit the information a second time under assistance awards that the recipient received if they already provided the information through SAM because they were required to do so under Federal procurement contracts that they were awarded.

d. Reporting Frequency

During any period of time when the recipient is subject to the requirement in paragraph1 of this award term and condition, the recipient must report proceedings information through SAM for the most recent five year period, either to report new information about any proceeding(s) that they have not reported previously or affirm that there is new information to report. Recipients that have Federal contract, grant, and cooperative agreement awards with a cumulative total value greater than $10,000,000 must disclose semiannually any information about the criminal, civil, and administrative proceedings.

December 2018 Page 31 e. Definitions

For purposes of this award term and condition:

i. Administrative proceeding means a non-judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative proceedings, Civilian Board of Contract Appeals proceedings, and Armed Services Board of Contract Appeals proceedings). This includes proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include audits, site visits, corrective plans, or inspection of deliverables. ii. Conviction, for purposes of this award term and condition, means a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere. iii. Total value of currently active grants, cooperative agreements, and procurement contracts includes—

1) Only the Federal share of the funding under any Federal award with a recipient cost share or match; and 2) The value of all expected funding increments under a Federal award and options, even if not yet exercised.

13. Publications and Signage Any publications (except scientific articles or papers appearing in scientific, technical, or professional journals) or signage produced with funds from this Award, or informing the public about the activities funded in whole or in part by this Award, must clearly display the following language: “This project was paid for [in part] with federal funding from the Department of the Treasury under the Resources and Ecosystems Sustainability, Tourist Opportunities, and Revived Economies of the Gulf Coast States Act of 2012 (RESTORE Act).” Publications (except scientific articles or papers appearing in scientific, technical, or professional journals) produced with funds from this Award must display the following additional language: “The statements, findings, conclusions, and recommendations are those of the author(s) and do not necessarily reflect the views of the Department of the Treasury.”

14. Homeland Security Presidential Directive 12

If the performance of this Award requires the recipient’s personnel to have routine access to Treasury-controlled facilities and/or Treasury-controlled information systems (for purpose of this term “routine access” is defined as more than 180 days), such personnel must undergo the personal identity verification credential process. In the case of foreign nationals, Treasury will conduct a check with U.S. Citizenship and Immigration Services’ (USCIS) Verification Division, a component of the Department of Homeland Security (DHS), to ensure the individual is in a lawful immigration status and that he or she is eligible for employment within the United States. Any items or services delivered under this Award must comply with Treasury personal identity verification procedures that implement Homeland Security Presidential Directive 12, “Policy for a Common Identification Standard for Federal Employees and Contractors”, FIPS PUB 201, as amended, and OMB Memorandum M-05-24, as amended. The recipient must ensure that its subrecipients and contractors (at all tiers) performing work under this Award comply with the requirements contained in this Section V.14. Treasury may delay final payment under this Award if the subrecipient or contractor fails to comply with the requirements listed in the section below. The recipient must insert the following term in all subawards December 2018 Page 32 and contracts when the subrecipient or contractor is required to have routine physical access to a Treasury-controlled facility or routine access to a Treasury-controlled information system: a. The subrecipient or contractor must comply with Treasury personal identity verification procedures identified in the subaward or contract that implement Homeland Security Presidential Directive 12 (HSPD-12), Office of Management and Budget (OMB) Guidance M-05-24, as amended, and Federal Information Processing Standards Publication, FIPS PUB 140-2, as amended, for all employees under this subaward or contract who require routine physical access to a federally controlled facility or routine access to a federally controlled information system. b. The subrecipient or contractor must account for all forms of government-provided identification issued to the subrecipient or contractor employees in connection with performance under this subaward or contract. The subrecipient or contractor must return such identification to the issuing agency at the earliest of any of the following, unless otherwise determined by Treasury: i. When no longer needed for subaward or contract performance; ii. Upon completion of the subrecipient or contractor employee’s employment; or iii. Upon subaward or contract completion or termination.

15. Foreign Travel a. The recipient and subrecipient may not use funds from this Award for travel outside of the United States unless Treasury provides prior written approval. b. The recipient and subrecipient must comply with the provisions of the Fly America Act, as amended, (49 U.S.C. § 40118). The implementing regulations of the Fly America Act are found at 41 C.F.R. §§ 301-10.131–301-10.143. c. The Fly America Act requires that federal travelers and others performing U.S. Government-financed air travel must use U.S. flag air carriers, to the extent that service by such carriers is available. Foreign air carriers may be used only in specific instances, such as when a U.S. flag air carrier is unavailable, or use of U.S. flag air carrier service will not accomplish the agency’s mission. d. One exception to the requirement to fly U.S. flag carriers is transportation provided under a bilateral or multilateral air transport agreement, to which the United States Government and the government of a foreign country are parties, and which the Department of Transportation has determined meets the requirements of the Fly America Act pursuant to 49 U.S.C. § 40118(b). The United States Government has entered into bilateral/multilateral “Open Skies Agreements” (U.S. Government Procured Transportation) that allow federal funded transportation services for travel and cargo movements to use foreign air carriers under certain circumstances. There are multiple “Open Skies Agreements” currently in effect. For more information about the current bilateral and multilateral agreements, visit the GSA website http://www.gsa.gov/portal/content/103191. Information on the Open Skies agreements (U.S. Government Procured Transportation) and other specific country agreements may be accessed via the Department of State’s website http://www.state.gov/e/eeb/tra/. e. If a foreign air carrier is anticipated to be used for any portion of travel funded under this Award, the recipient must receive prior approval from the Treasury. When requesting such approval, the recipient must provide a justification in December 2018 Page 33 accordance with guidance provided by 41 C.F.R. § 301–10.142, which requires the recipient to provide Treasury with the following: name; dates of travel; origin and destination of travel; detailed itinerary of travel; name of the air carrier and flight number for each leg of the trip; and a statement explaining why the recipient meets one of the exceptions to the regulations. If the use of a foreign air carrier is pursuant to a bilateral agreement, the recipient must provide Treasury with a copy of the agreement or a citation to the official agreement available on the GSA website. Treasury shall make the final determination and notify the recipient in writing. Failure to adhere to the provisions of the Fly America Act will result in the recipient not being reimbursed for any transportation costs for which the recipient improperly used a foreign air carrier.

16. Export Control a. This clause applies to the extent that this Award involves access to export- controlled items. b. In performing this financial assistance Award, the recipient may gain access to items subject to export control (export-controlled items) under the Export Administration Regulations (EAR) issued by the Department of Commerce (DOC). The recipient is responsible for compliance with all applicable laws and regulations regarding export-controlled items, including the EAR’s deemed exports and re-exports provisions. The recipient shall establish and maintain effective export compliance procedures throughout performance of the Award. At a minimum, these export compliance procedures must include adequate controls of physical, verbal, visual, and electronic access to export-controlled items, including by foreign nationals. c. Definitions: i. Export-controlled items. Items (commodities, software, or technology), that are subject to the EAR (15 C.F.R. §§ 730–774), implemented by the DOC’s Bureau of Industry and Security. These are generally known as “dual-use” items, items with a military and commercial application. ii. Deemed Export/Re-export. The EAR defines a deemed export as a release of export-controlled items (specifically, technology or source code) to a foreign national in the U.S. Such release is “deemed” to be an export to the home country of the foreign national. 15 C.F.R. § 734.2(b)(2)(ii). A release may take the form of visual inspection, oral exchange of information, or the application abroad of knowledge or technical experience acquired in the United States. If such a release occurs abroad, it is considered a deemed re-export to the foreign national’s home country. Licenses from DOC may be required for deemed exports or re-exports. d. The recipient shall control access to all export-controlled items that it possesses or that comes into its possession in performance of this Award, to ensure that access to, or release of, such items are restricted, or licensed, as required by applicable federal statutes, EOs, and/or regulations, including the EAR. e. To the extent the recipient wishes to provide foreign nationals with access to export-controlled items, the recipient shall be responsible for obtaining any necessary licenses, including licenses required under the EAR for deemed exports or deemed re-exports. f. Nothing in the terms of this Award is intended to change, supersede, or waive the requirements of applicable federal statutes, EOs, and/or regulations.

December 2018 Page 34 g. Compliance with this Section V.15 will not satisfy any legal obligations the recipient may have regarding items that may be subject to export controls administered by other agencies such as the Department of State, which has jurisdiction over exports of munitions items subject to the International Traffic in Arms Regulations (ITAR) (22 C.F.R. §§ 120–130), including releases of such items to foreign nationals. h. The recipient shall include this clause, including this paragraph (i), in all lower tier transactions (subawards, contracts, and subcontracts) under this Award that may involve access to export-controlled items.

SUPPLEMENTAL STANDARD TERMS AND CONDITIONS - AWARDS UNDER THE DIRECT COMPONENT FOR ACQUISITION AND IMPROVEMENTS TO REAL PROPERTY

W ACQUISITION AND IMPROVEMENTS TO REAL PROPERTY 1. Compliance with State, Local and Federal Requirements The project must comply with all applicable federal laws and regulations, and with all requirements for state, and local laws and ordinances to the extent that such requirements do not conflict with federal laws. The recipient is also responsible for supervising the design, bidding, construction, and operation of construction projects in compliance with all award requirements. The recipient must comply with, and must require all contractors and subcontractors, to comply with all federal, state, and local laws and regulations. The recipient must ensure compliance with special award conditions which may contain conditions that must be satisfied prior to advertisement of bids, start of construction, or other critical event.

2. Title Prior to receiving Treasury authorization to start construction, the recipient must furnish evidence, satisfactory to Treasury, that the recipient has acquired good and merchantable title free of all mortgages, foreclosable liens, or encumbrances, to all land, rights of way and easements necessary for the completion of the project.

3. Permitting Requirements Prior to receiving Treasury authorization to start construction, the recipient must furnish evidence, satisfactory to Treasury, that recipient has received all federal, state and local permits necessary for the completion of the project.

4. Federal Interest in Real Property “Federal interest” refers to real property that is acquired or improved, in whole or in part, with RESTORE Act Direct Component funds, which must be held in trust by the Recipient for the benefit of the project for the Estimated Useful Life of the project, during which period Treasury retains an undivided equitable reversionary interest in the real property (i.e., the “federal interest”).

5. Estimated Useful Life Property that is acquired or improved, in whole or in part, with federal assistance is held in trust by the recipient for the purpose(s) for which the award was made for the Estimated Useful Life. Estimated Useful Life means the period of years that constitutes the expected useful lifespan of a project, as determined by Treasury, during which Treasury

December 2018 Page 35 anticipates obtaining the benefits of the project pursuant to project purposes authorized by the RESTORE Act. For this award the recipient has proposed an Estimated Useful Life from the date of construction completion. Treasury’s issuance of the grant agreement represents its concurrence with the recipient’s proposed Estimated Useful Life.

The recipient’s obligation to the federal government continues for the Estimated Useful Life of the project, as determined by Treasury, during which Treasury retains an undivided equitable reversionary interest (the "federal interest”) in the property improved, in whole or in part, with the Treasury investment.

If Treasury determines that the recipient has failed or fails to meet its obligations under the terms and conditions of this award, Treasury may exercise its rights or remedies with respect to its federal interest in the project. However, Treasury’s forbearance in exercising any right or remedy in connection with the federal interest does not constitute a waiver thereof.

6. Commencement of Construction The recipient should not commence construction prior to the date of the Award. The recipient must make a written request to Treasury for permission to commence construction after the construction contractor has been selected and at least 30 days prior to construction. For project costs to be eligible for Treasury reimbursement, Treasury must determine that the award of all contracts with associated costs are in compliance with the scope of the project and all terms and conditions of this award, and all necessary permits have been obtained, and the federal interest is secure. No construction funds may be drawn from ASAP without Treasury’s written permission. If the recipient commences construction prior to Treasury’s determination, the recipient proceeds at its own risk.

Treasury will only review contract amendments or change orders which change the scope of a contract.

7. Use of Real Property Encumbering real property on which there is a federal interest without prior Treasury approval is an unauthorized use of the property and of project trust funds under this award. See 2 C.F.R. § 200.316. Real property or interest in real property may not be used for purposes other than the authorized purpose of the award without the express, prior written approval of Treasury, for as long as the federal government retains an interest in the property. The property must not be sold, conveyed, transferred, assigned, mortgaged, or in any other manner encumbered except as expressly authorized in writing by Treasury. The recipient must maintain facilities constructed or renovated with grant funds in a manner consistent with the purposes for which the funds were provided for the duration of the Estimated Useful Life.

In the event that the real property or interest in real property is no longer needed for the originally authorized purpose, the recipient must obtain disposition instructions from Treasury consistent with 2 C.F.R. § 200.311.

8. Recording the Federal Interest in the Real Property To document the federal interest, the recipient agrees to prepare and properly record a “Covenant of Purpose, Use and Ownership” (Covenant), or, where a subrecipient is the title owner, to ensure that the subrecipient prepares and properly records a “Covenant of Purpose, Use and Ownership” (Covenant) on the property acquired or improved with federal assistance funds. See 2 C.F.R. § 200.316. This Covenant does not establish a December 2018 Page 36 traditional mortgage lien in that it does not establish a traditional creditor relationship requiring the periodic repayment of principal and interest, or the ability of Treasury to foreclose on the real property at any time. Rather, pursuant to the Covenant, the recipient and/or the subrecipient, as applicable, acknowledges that it holds title to the real property in trust for the public purposes of the financial assistance award and agrees, among other commitments, that it will repay the federal interest if it disposes of or alienates an interest in the real property, or uses it in a manner inconsistent with the public purposes of the award, during the Estimated Useful Life of the property.

a. The Covenant must be satisfactory in form and substance to Treasury, must include the name and current address of the recipient and subrecipient (if applicable), the grant award number, amount and date of award and subrecipient agreement (if applicable), date of the purchase of property (if applicable), and the Estimated Useful Life of the project. It must also include statements that the real property will only be used for purposes consistent with the RESTORE Act; that it will not be mortgaged or used as collateral, sold or otherwise transferred to another party, without the written permission of Treasury; and that the federal interest cannot be subordinated, diminished, nullified or released through encumbrance of the property, transfer of the property to another party or any other action the recipient/subrecipient takes without the written permission of Treasury.

b. The recipient agrees to provide to Treasury an attorney’s title opinion as to the title owner of the property, and to properly record, in accordance with applicable law, the Covenant in the real property records in the jurisdiction in which the real property is located in order to provide public record notice to interested parties that there are certain restrictions on the use and disposition of the real property during its Estimated Useful Life, and that Treasury retains an undivided equitable reversionary interest in the real property to the extent of its participation in the project for which funds have been awarded.

c. Treasury requires an opinion of counsel for the recipient to substantiate that the document has been properly recorded.

d. Failure to properly and timely file and maintain documentation of the federal interest may result in appropriate enforcement action, including, but not limited to, disallowance of the cost of the acquisition or improvement by Treasury.

e. The Federal Interest must be perfected and recorded/filed in accordance with state and/or local law concurrent with the acquisition of the real property, where an award includes real property acquisition, and for construction of buildings and projects to improve the real property, no later than the date construction and/or improvement work commences.

f. When the Estimated Useful Life of the project is ended, the federal interest is extinguished and the federal government has no further interest in the real property.

Exclusions from the requirement that the federal interest on real property be recorded will be at Treasury’s sole discretion. The types of projects for which Treasury may agree to this exclusion are those projects for which federal funds will not be used to fund the construction of built structures, improvements to state parks, water and sewer lateral line projects affecting private properties, and shoreline stabilization projects.

9. Administration, Operation and Maintenance The recipient agrees to administer, operate, and maintain the project for its Estimated December 2018 Page 37 Useful Life in the same manner in which it operates and maintains similar facilities and equipment owned by it, and in accordance with state and local standards, laws and regulations. The recipient must not be in breach of its obligations under this award except to the extent the failure to fulfill any obligation is due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence of, the party claiming the Uncontrollable Force that prevents the recipient from honoring its contractual obligations under this Agreement and which, by exercise of the recipient’s reasonable care, diligence and foresight, such recipient was unable to avoid. Uncontrollable Forces include, but are not limited to:

a. Strikes or work stoppage;

b. Floods, earthquakes, or other natural disasters; terrorist acts; and

c. Final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the recipient, claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspended, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds or financing, nor conditions of national or local economies or markets must be considered an Uncontrollable Force.

10. Reporting Requirement The recipient must complete and submit to Treasury a report on the status of the real property or interest in real property in which the federal government retains an interest, using a SF-429 Real Property Status Report form annually for the first three years after real property acquisition or completion of construction, and thereafter every five years until the end of the Estimated Useful Life or time of disposition, whichever is less. All reports must be for the period ending December 31, or any portion thereof, beginning with the year of completion of construction or real property acquisition, and are due no later than 30 days following the end of the reporting period.

11. Insurance The recipient must, at a minimum, provide the equivalent insurance coverage for real property improved with federal funds as provided to property owned by the recipient state, county or parish, in compliance with 2 C.F.R. § 200.310.

12. Bonding For construction or facility improvement contracts or subcontracts exceeding the simplified acquisition threshold, the recipient or pass-through entity may request in writing that Treasury accept its bonding policy and requirements. If Treasury determines that the federal interest in the project is adequately protected, the recipient or pass- through entity need not comply with the following three bonding requirements. For all other recipients and pass-through entities, the minimum requirements for construction or facility improvement contracts or subcontracts exceeding the simplified acquisition threshold are as follows:

a. A bid guarantee from each bidder equivalent to five percent of the bid price. The “bid guarantee” must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual instruments as may be required within the time specified.

December 2018 Page 38 b. A performance bond on the part of the contractor for 100 percent of the contract price. A “performance bond” is one executed in connection with a contract to secure fulfillment of all the contractor's obligations under such contract.

c. A payment bond on the part of the contractor for 100 percent of the contract price. A “payment bond” is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract.

13. Floodplain Requirements In accordance with 44 C.F.R. Part 9, prior to Treasury’s authorization to commence construction in a designated 100-year floodplain, the recipient must provide evidence satisfactory to Treasury of a Floodplain Notice, that the 30-day period established for receipt of comments from the public in response to public notice published regarding the potential for adverse project impact on the values and functions of a designated 100- year floodplain has expired and that identified concerns (if any) have been addressed to Treasury’s satisfaction. This notice may be satisfied through a federal/state environmental assessment process used as the vehicle for public notice, involvement, and explanation per 44 C.F.R. § 9.8(2).

In addition, prior to Treasury’s authorization to commence construction of structures and/or buildings within a designated 100-year floodplain, the recipient must provide evidence satisfactory to Treasury of the following:

a. Floodplain Protection: That the project engineer/architect has certified that the project facility will be adequately protected from damage by floods in this area of apparent potential flood hazard. The evidence must include adequate justification for the Base Flood Elevation designation for the financial assistance award site.

b. Floodplain Insurance: That the community is participating in the National Flood Insurance Program, and that as required, the recipient will purchase flood insurance.

14. Goals for Women and Minorities in Construction Department of Labor regulations set forth in 41 C.F.R. § 60-4 establish goals and timetables for participation of minorities and women in the construction industry. These regulations apply to all federally assisted construction contracts in excess of $10,000. The recipient must comply with these regulations and must obtain compliance with 41 C.F.R. § 60-4 from contractors and subcontractors employed in the completion of the project by including such notices, clauses and provisions in the Solicitations for Offers or Bids as required by 41 C.F.R. § 60-4.

a. The goal for participation of women in each trade area must be as follows: From April 1, 1981, until further notice: 6.9 percent;

b. All changes to this goal, as published in the Federal Register in accordance with the Office of Federal Contract Compliance Programs regulations at 41 C.F.R. § 60-4.6, or any successor regulations, must hereafter be incorporated by reference into these Special Award Conditions; and,

c. Goals for minority participation must be as prescribed by Appendix B-80, Federal Register, Volume 45, No. 194, October 3, 1980, or subsequent publications. The recipient must include the “Standard Federal Equal December 2018 Page 39 Employment Opportunity Construction Contract Specifications” (or cause them to be included, if appropriate) in all federally assisted contracts and subcontracts. The goals and timetables for minority and female participation may not be less than those published pursuant to 41 C.F.R. § 60-4.6.

15. Davis Bacon Act, as amended (40 U.S.C. §§ 3141–3148) Davis-Bacon Act-related provisions are applicable for a construction project if it is for the construction of a project that can be defined as a “treatment works” in 33 U.S.C § 1292; or for a construction project regardless of whether it is a “treatment works” project if it is receiving federal assistance from another federal agency operating under an authority that requires the enforcement of Davis-Bacon Act-related provisions. When required, all prime construction contracts in excess of $2,000 awarded by the non-Federal entity must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. §§ 3141–3144, and §§ 3146–3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition contracts must be required to pay wages not less than once a week.

The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to Treasury. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contracts and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation or which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to Treasury.

16. Equal Opportunity Clause Pursuant to 41 C.F.R. § 60-1.4(b), Federally assisted construction contracts, for construction which is not exempt from the requirements of the equal opportunity clause, 41 C.F.R. Part 60-1—Obligations of Contractors and Subcontractors, [t]he [recipient] hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained from the federal government or borrowed on the credit of the federal government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause:

41 C.F.R. § 60-1.4 Equal opportunity clause.

During the performance of this contract, the contractor agrees as follows:

(1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: December 2018 Page 40

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.

(2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

(3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information.

(4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

(5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

(6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

(7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

(8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The

December 2018 Page 41 contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States.

The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract.

The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.

The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

17. Revised ADA Standards for Accessible Design for Construction Awards The U.S. Department of Justice has issued revised regulations implementing Title II of the ADA (28 C.F.R. Part 35) and Title III of the ADA (28 C.F.R. Part 36). The revised regulations adopted new enforceable accessibility standards called the “2010 ADA Standards for Accessible Design” (2010 Standards). The 2010 Standards are an acceptable alternative to the Uniform Federal Accessibility Standards (UFAS). Treasury deems compliance with the 2010 Standards to be an acceptable means of complying with the Section 504 accessibility requirements for new construction and alteration projects. All new construction and alteration projects must comply with the 2010 Standards.

December 2018 Page 42

GRANT AWARD AGREEMENT (Walton County, Florida /Project #190)

THIS GRANT AWARD AGREEMENT (this “Agreement”) is made and entered into this ____ day of ______, 2019 (the “Effective Date”), by and between TRIUMPH GULF COAST, INC., a Florida not-for-profit corporation (“Triumph”), and Walton County, Florida, acting by and though its Board of County Commissioners (“Grantee”).

WITNESSETH:

WHEREAS, pursuant to its authority under Section 288.8017, Florida Statutes, Triumph has agreed to make a Grant (as defined below) to Grantee, on and subject to the terms and conditions set forth in this Agreement, to provide partial funding for an infrastructure project that will extend water and sewer service along the west side of US Highway 331, from approximately I-10 south to just north of Eglin Range Road (the “Project”), which infrastructure shall connect to a business, industrial, and commercial park to be developed on parcels of land to be purchased by Grantee and/or Walton County Economic Development Alliance (the “Park”), all as further described in Grantee’s Application for Funds submitted to Triumph (the “Grant Application”), which Grant Application is incorporated herein by reference.

NOW, THEREFORE, in consideration of the mutual covenants, promises and representations herein, the parties agree as follows:

1. Purpose of Agreement. The purpose of this Agreement is to (i) award the Grant, (ii) state the terms and conditions upon which the Grant will be funded, and (iii) set forth certain requirements as to the manner in which the Project will be undertaken and completed.

2. Grant Award. On and subject to the terms and conditions set forth herein, Triumph hereby agrees to make a grant to Grantee in the aggregate maximum amount of One Million Seven Hundred Forty Two Thousand Four Hundred Seven and 00/100 Dollars ($1,742,407.00) (the “Grant”) to provide partial funding for the Project.

3. Competitive Bids for the Project. For contracts expected to exceed $500,000, Grantee shall issue an invitation to bid to solicit competitive bids pursuant to Sections 180.24 and 255 et seq., Florida Statutes, the Consultant’s Competitive Negotiation Act as set forth in Section 287.055, Florida Statutes, and/or Grantee’s established competitive bidding procedures (a copy of which shall be uploaded to Triumph’s SmartSheet system), as applicable. Grantee shall be allowed to submit a bid to do the work in-house. Upon determination of the winning bidder, but before Grantee formally accepts the bid, enters into any contract, or in any way obligates itself to accept the bid, Grantee shall submit to Triumph for its approval, the name of the proposed vendor and all documentation relating to the evaluation of the various bids submitted. Triumph shall have fifteen (15) days from the receipt of the submitted material to notify Grantee of its approval or disapproval of such proposed award. If Triumph fails to approve or disapprove of the election within such fifteen (15) day period, the award shall be deemed approved. Upon approval, Grantee shall issue

1

its intent to award to that vendor. Triumph shall have the right to review and approve all Contracts (as defined in Section 5.7 below) in accordance with Section 5.7 below.

4. Funding of Grant:

4.1 Prior Spending of Matching Funds. Prior to Triumph funding any of the Grant funds as described in Section 4.2 below, Grantee shall spend all of the $3,000,000 of the Matching Funds (as defined below) on the Project.

4.2 Funding of the Grant. Provided that Grantee (i) has expended all of the Matching Funds on the Project, and (ii) has submitted to Triumph satisfactory evidence that the Matching Fund were in fact used for the Project pursuant to the Budget (as defined in Section 5.2 below), then thereafter, and not more than once per calendar month, Grantee shall submit to Triumph a separate Request for Funding for each Budget category on the form attached hereto as Exhibit “A” and incorporated herein (a “Request for Funding”) in accordance with the Budget and shall submit information pursuant to a SmartSheet system by Grantee’s authorized users listed in Exhibit “C” attached hereto and incorporated herein. Each Request for Funding shall include (A) reports in Budget categories with copies of general ledger detail for the Project account (as defined below) showing itemized expenditures, (B) invoices from architects, engineers, contractors, materialmen, and other vendors performing the construction; (C) invoices, purchase orders, or contracts from vendors providing equipment, materials, and services; (D) payroll ledgers, state and federal payroll returns, and other employment data, (E) documentation evidencing the completion of the work that is the subject of the requested funding, (F) to the extent that all or any portion of the prior month’s funding was a disbursement for items to be paid rather than a reimbursement of amounts already paid, receipts evidencing that the funds disbursed in the prior month were in fact paid in the proper amounts to the proper vendors for such items, (G) such other documents as Triumph shall require in order to determine that the funding is consistent with the purposes of the Grant, and (H) evidence of payment and use of Matching Funds. Grantee shall notify the Triumph Program Administrator via email each time a Request for Funding is submitted. Upon Triumph’s receipt of (a) notification to the Program Administrator, and (b) a Request for Funding that includes all required supporting documents, Triumph shall have forty-five (45) days to either approve or disapprove of the Request for Funding. If Triumph approves the Request for Funding, then it shall fund the approved amount to Grantee within thirty (30) days after approval. If Triumph disapproves the Request for Funding, Triumph shall deliver a notice of disapproval within such forty-five (45) day period that states the reasons for such disapproval. If the stated reasons for disapproval can be cured by Grantee’s submittal of missing or corrective items, Grantee shall have thirty (30) days following receipt of the notice of disapproval to submit such missing or corrective items. If Triumph fails to notify Grantee of its disapproval of the Request for Funding within forty-five (45) days of receipt, such Request for Funding shall be deemed disapproved.

All amounts funded to Grantee pursuant to a Request for Funding shall be (check as applicable):

____ paid to Grantee as a disbursement, in which case Grantee shall then pay vendors supplying equipment, materials, or services, and/or to employees performing work, in each case consistent with the Budget; or

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___X__ paid to Grantee as a reimbursement of amounts Grantee has already paid to vendors supplying equipment, materials, or services, and/or to employees performing work, in each case consistent with the Budget, in which case the Grant funds shall be retained by Grantee.

None of the Grant shall be used as a reimbursement of items purchased by Grantee prior to the date of this Agreement. None of the amounts paid by Grantee in connection with the invoices submitted in a Request for Funding and then funded by Triumph shall also have been or will in the future be in any manner (a) reimbursed, returned, refunded, rebated, or otherwise credited to, Grantee by any contractor, materialman, vendor, or any other person or entity, or (b) paid, reimbursed, returned, refunded, rebated, or otherwise credited to Grantee by the State of Florida, the United States, or any agency or instrumentality of any of the foregoing, whether under any grant or loan program or other method of contribution, it being expressly understood and agreed that Grantee shall not receive payments, refunds, reimbursements, rebates or credits from any sources in amounts collectively exceeding 100% of the amounts paid or owing by Grantee.

Grantee shall seek funding only for costs as shown or contemplated under the Budget. All amounts paid by Grantee with respect to the Project shall be supported by properly executed invoices, contracts, or vouchers evidencing in proper detail the nature and propriety of the charges. Any check or order drawn by Grantee with respect to any item which is or will be chargeable against the Project account will be drawn only in accordance with a properly signed voucher then on file in the office of Grantee stating in proper detail the purpose for which such check or order is drawn. All checks, invoices, contracts, vouchers, orders, or other accounting documents pertaining in whole or in part to the Project shall be clearly identified, readily accessible, and, to the extent feasible, kept separate and apart from all other such documents.

Reasons for disapproving a Request for Funding must include one or more of the following:

(a) Missing or incomplete documentation required under Section 4.2 above;

(b) The Request for Funding seeks funding for items other than as specified in the Budget or under a Contract, or seeks funding for more than amounts actually invoiced by contractors, materialmen, or other vendors under the Contracts;

(c) The amount requested for funding under the Request for Funding, together with all amounts previously funded under the Grant, would exceed the $1,742,407 maximum amount of the Grant; or the amount requested for funding under the Request for Funding for a particular Budget category, together with all amounts previously funded for such Budget category, would exceed the maximum amount allocated to such Budget category under Section 4.1 above; or Grantee failed to use any Grant funds funded to date in the amounts and for the purposes stated in the Budget;

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(d) Grantee made a misrepresentation or omission of a material nature in the Grant Application, or any supplement or amendment to the Grant Application, or with respect to any document or data furnished with the Grant Application or pursuant to this Agreement;

(e) There is any pending litigation with respect to the performance by Grantee of any of its duties or obligations which may jeopardize or adversely affect the Project, this Agreement, or funding of the Grant;

(f) Grantee has taken any action pertaining to the Project which, under this Agreement, requires the approval of Triumph, and Grantee failed to obtain such approval;

(g) There has been a violation of Sections 9.1, 9.4, and/or 9.5 of this Agreement;

(h) Grantee is in material violation, default, or breach of or under any provision of this Agreement;

(i) Grantee is in breach of any material representation or warranty contained in this Agreement;

(j) Any federal, state, or local agency (including Grantee) providing financial assistance to the Project has revoked, suspended, or terminated that financial assistance to the Project, including, but not limited to, the Matching Funds;

(k) The Matching Funds are not being used for the intended purposes and in the amounts and at the times as set forth in a schedule of expenses approved by Triumph, and/or Grantee has failed to provide Triumph with evidence of payment of the Matching Funds toward completion of the Project;

(l) With respect to previous fundings of the Grant and payments under Contracts, Grantee has failed to pay, or has failed to provide Triumph with evidence of payment of, the Grant for the purposes of such funding. Such evidence shall include, but not be limited to, payroll ledgers, state and federal payroll returns, job descriptions, cancelled checks, wire transfer confirmations;

(m) Prior to the Completion Deadline (as defined in Section 5.1 below), Grantee has abandoned or discontinued the Project, or for any reason the commencement, prosecution, or timely completion of the Project by Grantee is rendered improbable, infeasible, impossible, or illegal;

(n) All or any portion of the requested funding includes funding for items that are outside the scope of the Project that is contemplated under the Budget;

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(o) One or more of the contracts previously approved or deemed approved by Triumph have been modified, amended, or terminated, or have been subject to a change order, without the prior written consent or deemed approval of Triumph; provided, however, that any change order under $100,000 shall not be subject to approval under this Agreement;

(p) Intentionally Omitted;

(q) Without the prior approval of Triumph, the total Project cost as set forth in Section 5.2 below, the overall Budget, and/or a particular Budget category, has been increased or decreased by more than 5%; and/or Grantee’s share of the Matching Funds has decreased by more than 5%;

(r) Completion of the Project is not on schedule for completion by the Completion Deadline;

(s) Grantee has failed to maintain in full force and effect all insurance required under Sections 5.4 and 5.10 below;

(t) Grantee is not in compliance with all applicable environmental laws and regulations in accordance with Section 5.5 below;

(u) Grantee is not in compliance with the competitive bidding requirements set forth in Section 3 above; and/or

(v) Grantee is not in compliance with the equal employment opportunity and other labor provisions as required by Section 9.3 of this Agreement.

5. Completion of the Project:

5.1 General Requirements. Grantee shall commence, and complete the Project with all practical dispatch, in a sound, economical, and efficient manner, and in accordance with the provisions of this Agreement and all applicable laws. Grantee shall Grantee agrees to complete the Project on or before December 31, 2020 (the “Completion Deadline”). Grantee shall notify the Triumph Program Administrator by email within thirty (30) days after each of (i) commencement of any construction activities and/or commencement of instruction of certification, diploma, or other educational portion of the Project, and (ii) completion of the Project. If Grantee does not complete the Project by the Completion date, Triumph’s obligation to make the Grant will expire unless an extension of the time period is requested by Grantee and granted in writing by Triumph prior to such expiration date. Notwithstanding the foregoing, the Completion Deadline shall be extended on a day-for-day basis by reason of force majeure events. The term "force majeure" as used herein shall mean that which is beyond the control of Grantee, including,

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but not limited to, strikes, lockouts or other industrial disturbances, acts of the public enemy, orders of any kind of the Government of the United States, or of the state or any civil or military authority, insurrections, riots, arrest, restraining of government and people, civil disturbances, explosions, partial or entire failure of utilities, shortages of labor, material, supplies, or any acts or omissions of third parties not Grantee’s control, and other such events or circumstances which are beyond the control of Grantee despite all reasonable efforts to prevent, avoid, delay, or mitigate such causes, and to include acts of God (such as epidemics, landslides, lightning, earthquakes, fire, hurricanes, storms, floods, washouts, droughts and adverse weather conditions).

5.2 Total Project Cost. The total cost of the Project is $4,742,407, of which (i) Grantee shall pay $3,000,000 as shown in the Budget (collectively, the “Matching Funds”), and (ii) $1,742,407 shall be provided by the Grant. The total estimated cost of the Project is based upon the budget set forth in Exhibit "B" attached to and incorporated into this Agreement (the "Budget"). Grantee shall monitor the Budget and submit an amended Budget to Triumph in the event that (a) the total cost of the Project increases or decreases by greater than five percent (5%), (b) total the Budget increases or decreases by greater than five percent (5%), (c) the Budget increases or decreases by greater than five percent (5%) within a particular Budget category, and/or (d) Grantee’s portion of the Matching funds decreases by greater than five percent (5%). If Grantee proposes an increase or decrease by greater than five percent (5%) as described above as compared to the most recently approved Budget, such proposal shall be submitted to Triumph in writing along with a proposed amended Budget, and Triumph shall have the right to approve or disapprove both the proposed Budget category increase or decrease and the proposed amended Budget. Triumph shall have fifteen (15) days from the receipt of a proposed amended Budget to notify Grantee of its approval or disapproval. If Triumph fails to approve or disapprove the proposed Budget category increase or decrease and/or the proposed amended Budget within such fifteen (15) day period, the proposed Budget category increase or decrease and/or the amended Budget, as applicable, shall be deemed approved as submitted. If Grantee fails to obtain Triumph's approval or deemed approval, that failure shall be sufficient cause for nonpayment by Triumph as provided in Section 4.2(f). Using the Grant, its own funds, and funds from other grants (including, but not limited to, the Matching Funds), Grantee agrees to bear the entire cost and expense of the Project, including but not limited to, all costs and all expenses in excess of the total estimated cost of the Project, it being expressly understood and agreed that the Grant shall operate only to pay, on and subject to the terms and conditions set forth herein, a portion of the costs and expenses of the Project. Furthermore, Grantee agrees to spend all of the Matching Funds as contemplated in the Grant Application, and agrees that its failure to do so shall be deemed a material breach of this Agreement.

5.3 Requirement to Provide Reports/Triumph Right to Inspect. Grantee shall submit to Triumph such data, reports, records, contracts and other documents relating to the Project as Triumph may require at any time and from time to time. In addition, Grantee shall on an annual basis on or before October 31 of each year submit to Triumph an activity report which outlines the progress of the Project, costs incurred to date, the progress of satisfaction of the Performance Metrics set forth in Section 8.3 below, and Grantee’s most recent audited financial statements. In connection with its inspection of the Project, Grantee shall make available to Triumph copies of any and all invoices, contracts, plans and specifications, and other documentation relating to the

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Project. Triumph shall have the right, at any time and from time to time upon reasonable notice to Grantee, to access the Project and inspect any work being performed or as completed.

5.4 Insurance. Grantee shall keep and maintain or cause to be maintained casualty insurance on all improvements, fixtures, and equipment, that constitute the Project, the cost of which was in whole or in part funded using the Grant, but only to the extent that such equipment and improvements can in fact be insured. In the event of the loss of such equipment or improvements, Grantee shall either replace the improvements, fixtures, and equipment, or reimburse Triumph to the extent the Grant was used to purchase or such improvements, fixtures, and equipment.

5.5 Compliance with Applicable Laws, Including Environmental Regulations. Grantee shall obtain all required clearances and permits required for the Project from the appropriate permitting authorities. Grantee covenants and agrees that the Project will be completed in conformance with all applicable federal, state and local statutes, rules and regulations, and standards, including, but not limited to, applicable environmental laws and regulations including the securing of any applicable permits. Grantee will be solely responsible for any liability in the event of non-compliance with applicable environmental regulations.

5.6 Plans and Specifications. Triumph shall have the right to review the plans and specifications for the Project and any material changes to said plans and specifications solely to confirm that the Project described in the plans and specifications is consistent with the project described in the Grant Application, such confirmation not to be unreasonably withheld, conditioned or delayed. Triumph shall have fifteen (15) days from each receipt of the plans and specifications or proposed material change to notify Grantee of its confirmation or denial that the Project described in the plans and specifications is consistent with the project described in the Grant Application. If Triumph issues a denial, such denial shall be in writing and shall state the specific manner in which the Project described by the plans and specifications is not consistent with the project described in the Grant Application. If Triumph fails to deliver such confirmation or denial within such fifteen (15) day period, the plans and specifications or proposed material change shall be deemed confirmed by Triumph. If Grantee fails to obtain such confirmation as provided herein, that failure shall be sufficient cause for nonpayment by Triumph.

5.7 Contracts. Triumph shall have the right to review and approve any and all proposed contracts in connection with the Project (each, a “Contract” or “contract” and collectively, the “Contracts” or “contracts”) and any proposed amendments or change orders to previously approved Contracts in excess of $100,000 before Grantee executes or obligates itself in any manner. Triumph shall have fifteen (15) days from receipt of a proposed Contract, amendment, or change order to notify Grantee of its approval or disapproval of such Contract, amendment, or change order. If Triumph fails to approve or disapprove of a Contract, amendment, or change order within such fifteen (15) day period, the subject Contract, amendment, or change order shall be deemed approved. Triumph also reserves unto itself the right to review the qualifications of any consultant or contractor and to approve or disapprove the employment of same.

5.8 Compliance with Consultants' Competitive Negotiation Act. Grantee shall be deemed an “Agency” under, and shall comply in full with, the provisions of Chapter 287.055,

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Florida Statutes, Consultants' Competitive Negotiation Act with respect to engineering, architecture or surveying services, and shall certify to Triumph that all selections have been accomplished in compliance with said statute.

5.9 Grantee Responsible for Payments. Grantee expressly assumes any and all liability for payment to its agents, employees, contractors, subcontractors, consultants, and subconsultants, and to contractors under the Contracts, and shall indemnify and hold Triumph harmless from any suits, actions, damages, and costs of every name and description, including attorneys’ fees, arising from or relating to any denial or reduction of any application submitted by Grantee to Triumph for funding of the Grant under this Agreement.

5.10 Worker’s Compensation Insurance. Grantee shall carry or cause contractors under the Contracts to carry and keep in force Worker’s Compensation insurance as required for the State of Florida under the Worker’s Compensation Law.

5.11 Contractual Indemnities. Grantee shall include or cause to be included the following indemnification in the Contracts and all other contracts with contractors, subcontractors, consultants, and subconsultants, who perform work in connection with this Agreement:

“The contractor/subcontractor/consultant/subconsultant shall indemnify, defend, save and hold harmless Triumph Gulf Coast, Inc., a Florida not-for-profit corporation, Grantee, a public body corporate, and all of its officers, directors, agents and employees from all suits, actions, claims, demands, liability of any nature whatsoever arising out of, because of, or due to any negligent act or occurrence of omission or commission of the contractor / subcontractor/ consultant/ and its officers, agents or employees.”

6. Representations and Warranties of Grantee: Grantee hereby makes the following representations and warranties to Triumph, each of which shall be deemed to be a separate representation and warranty, all of which have been made for the purpose of inducing Triumph to enter into this Agreement, and in reliance on which Triumph has entered into this Agreement, and such representations and warranties shall be deemed made as of the date hereof, as of the dates on which Grantee submits a Request for Funding, and as of the dates on which Grantee receives any funding of the Grant:

(a) Organization; Power and Authority. Grantee is a public body corporate, and has all requisite power and authority to own, lease, and operate its properties and to carry on its affairs as currently conducted.

(b) Authorization and Binding Obligation. Grantee has all necessary power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Grantee. This Agreement has been duly executed and delivered by Grantee and, assuming the due 8

authorization, execution, and delivery of this Agreement by Triumph, constitutes the legal, valid, and binding obligation of Grantee, enforceable against Grantee in accordance with its terms (subject to applicable bankruptcy, insolvency, moratorium, reorganization, or similar laws affecting the rights of creditors generally and the availability of equitable remedies).

(c) No Violations. The execution and delivery by Grantee of this Agreement and the performance by it of the transactions contemplated hereby does not (i) conflict with or result in a breach of any provision of Grantee's certificate of incorporation, certificate of formation, bylaws, or similar corporate document, (ii) result in violation or breach of or constitute a default (or an event which, with or without notice or lapse of time or both, would constitute a default) under, or result in the termination, modification, cancellation or acceleration under the terms, conditions, or provisions of any of Grantee’s loan agreements, indentures, material agreements or other material instruments or (iii) violate any applicable law or regulation. Grantee has not been convicted of a “public entity crime” (as such term is defined in Section 287.133 of the Florida Statutes) nor has Grantee been placed on the “discriminatory vendor list” (as such term is defined in Section 287.134 of the Florida Statutes). Neither Grantee nor any person or entity that possesses, directly or indirectly, the power to direct or cause the direction of the management and policies of Grantee, is listed on the Specially Designated Nationals List or the Foreign Sanctions Evaders List, in each case, as maintained by the United States Department of the Treasury. Neither Grantee nor its officers, directors, agents, distributors, employees, or other persons or entities acting on its behalf has taken any act in furtherance of an offer, payment, promise to pay, authorization, or ratification of the payment, directly or indirectly, of any gift, money or anything of value to a government official or to obtain or retain business for any person or entity in violation of applicable law.

(d) No Material Adverse Change. No event, change or condition has occurred that has had, or would reasonably be expected to have, a material adverse effect on the assets, operations or financial condition of Grantee, or the Project, in each case, since the date of the Grant Application.

(e) Litigation; Compliance with Laws. No litigation, investigation, claim, criminal prosecution, civil investigative demand, imposition of criminal or civil fines and penalties, or any other proceeding of or before any arbitrator or governmental agency is pending or, to the knowledge of Grantee, threatened by or against Grantee or against any of its properties or assets, which, individually or in the aggregate, could reasonably be expected to result in a material and adverse effect on the assets, operations, or financial condition of Grantee, the Project, or Grantee’s ability to perform its obligations under this Agreement. No litigation, investigation, claim, criminal prosecution, civil investigative demand, imposition of criminal or civil fines and penalties, or any other proceeding of the Office of the Attorney General of the State of Florida, any State Attorney in the State of Florida, any other prosecutorial or law enforcement authority in the State of Florida, or any regulatory body in the State of Florida is pending or, to the knowledge of Grantee,

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threatened by or against Grantee in, or with respect to any conduct in, the State of Florida. No permanent injunction, temporary restraining order or similar decree has been issued against Grantee which, individually or in the aggregate, could reasonably be expected to have a material and adverse effect on the assets, operations, or financial condition of Grantee, the Project, or Grantee's ability to perform its obligations under this Agreement. Neither Grantee, nor any of its material properties or assets has in the last three years been in violation of, nor will the continued operations of its material properties and assets as currently conducted, violate any law, rule, or regulation applicable to Grantee (including any zoning or building ordinance, code or approval, or any building permit where such violation or default would be material to Grantee), or is in default with respect to any judgment, writ, injunction, decree, or order applicable to Grantee of any governmental Grantee, in each case, where such violation or default could, individually or in the aggregate, reasonably be expected to result in a material and adverse effect on the assets, operations, or financial condition of Grantee, the Project, or Grantee's ability to perform its obligations under this or constitutes a crime under the laws of the United States, Florida, or any other state or territory of the United States.

(f) Express Representations and Warranties: No Material Misstatements. All statements made by Grantee in the Grant Application were true, complete, and correct. Triumph shall be deemed to have relied upon the express statements, representations and warranties set forth herein and in the Grant Application notwithstanding any knowledge on the part of Triumph of any untruth of any such representation or warranty of Grantee expressly set forth in this Agreement, regardless of whether such knowledge was obtained through Triumph's own investigation or otherwise, and regardless of whether such knowledge was obtained before or after the execution and delivery of this Agreement. No information, report, financial statement, exhibit or schedule (other than forward-looking statements and projections) furnished by Grantee to Triumph in connection with the Grant Application and/or the negotiation of this Agreement, or delivered pursuant to this Agreement, when taken together, contained or contains any material misstatement of fact or omitted or omits to state any material fact necessary to make the statements contained herein or therein, in the light of the circumstances under which they were made, not misleading.

(g) Matching Funds. Grantee has firm commitments of not less than $3,000,000 for the Matching Funds, all dedicated to completion of the Project as contemplated in the Grant Application.

(h) Bonus or Commission. Grantee has not paid, and agrees not to pay, any bonus or commission for the purpose of obtaining an approval of the Grant Application or the entering into of this Agreement.

7. Accounting, Audits, and Records:

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7.1 Establishment and Maintenance of Accounting Records. Grantee shall establish separate accounts to be maintained within its existing accounting system or establish independent accounts with respect to the Project, including, but not limited to, if applicable, payroll ledgers, state and federal payroll returns, and job descriptions, with respect to personnel used in connection with the Matching Funds, and class enrollment and attendance records. Such accounts are referred to herein collectively as the “Project account.” Records of costs incurred under terms of this Agreement shall be maintained in the Project account and made available upon request to Triumph at all times during the period of this Agreement and for eight (8) years after final payment of the Grant is made. Copies of these documents and records shall be made available to Triumph upon request. Records of costs incurred include Grantee's general accounting records and the Project records, together with supporting documents and records, of Grantee and all consultants performing work on the Project and all other records of Grantee and consultants considered necessary by Triumph for a proper audit of costs. If any litigation, claim, or audit is started before the expiration of the eight (8) year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved.

7.2 Audits. The administration of the Grant and any federal, state, or local resources awarded to Grantee shall be subject to audits and/or monitoring by Triumph, the Chief Financial Officer of the State of Florida, the Auditor General of the State of Florida, the Florida Office of Program Policy Analysis and Government Accountability, and other state agencies, and by the federal government and agencies and representatives thereof. Without limiting the generality of the foregoing, Grantee shall comply with all audit and audit reporting requirements as specified below, and such requirements do not limit the authority of Triumph to conduct or arrange for the conduct of additional audits or evaluations of the Grant and federal, state, or local awards or funding, or limit the authority of Triumph or any state or federal official. (a) In addition to reviews of audits conducted in accordance with Chapter 218, Florida Statutes, monitoring procedures to monitor Grantee's use of the Grant may include but not be limited to on-site visits by Triumph and/or other procedures including, reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to the Grant awarded by Triumph by this Agreement. By entering into this Agreement, Grantee agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by Triumph. Grantee further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by Triumph, the Florida Department of Financial Services (DFS), or the State of Florida Auditor General.

(b) Grantee may be subject to the following requirements:

(i) Chapter 218, Florida Statutes; applicable rules of the Department of Financial Services (DFS); and applicable of the Rules of the Auditor General. Within ten (10) days of Grantee’s receipt, Grantee shall

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submit a copy of the audit to Triumph at the address set forth in Section 10.11 below;

(ii) Upon receipt, and within six months, Triumph may review Grantee’s corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate corrective action on all deficiencies has been taken pertaining to the Grant provided through Triumph by this Agreement. If Grantee fails to have an audit conducted consistent with Chapter 218, Florida Statutes, Triumph may take appropriate corrective actions to enforce compliance.

(iii) As a condition of receiving the Grant, Grantee shall permit Triumph, or its designee, DFS or the Auditor General access to Grantee's records including financial statements, the independent auditor's working papers and project records as necessary. Records related to unresolved audit findings, appeals or litigation shall be retained until the action is complete or the dispute is resolved.

(iv) Grantee shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of eight (8) years from the date the audit report is issued and shall allow Triumph, or its designee, DFS or State of Florida Auditor General access to such records upon request. Grantee shall ensure that the audit working papers are made available to Triumph, or its designee, DFS or State of Florida Auditor General upon request for a period of eight (8) years from the date the audit report is issued unless extended in writing by Triumph.

7.3 Public Records. The parties acknowledge that each are public entities and, as such, are obligated to comply with the provisions of Chapter 119 of the Florida Statutes applicable to this Agreement as the same may be limited or construed by other applicable law. In the event that either party receives a request for a "public record" (as such term is defined in Section 119.011 of the Florida Statutes) in connection with this Agreement, that party shall provide written notice to the other party of such request as soon as practicable after that parties receipt of such request. If either party submits records to the other party that are confidential and exempt from public disclosure as trade secrets pursuant to Section 288.075 (3) of the Florida Statues or proprietary confidential business information pursuant to Section 288.075(4) of the Florida Statues, such records should be marked accordingly by the submitting party prior to submittal to the other party. In the event that either parties claim of exemption asserted in response to the submitting parties assertion of confidentiality is challenged in a court of law. The submitting party shall defend, assume and be responsible for all fees, cost s and expenses in connection with such challenge. It is expressly understood and agreed that all Back-up Data (as defined in Section 8.3 below) and Performance Metrics under Section 8.3 below shall be deemed "public records" under Section 119.011 of the Florida Statutes.

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8. Termination or Suspension of Project/Breach of Agreement/Failure to Achieve Performance Metrics/Clawback of Grant:

8.1 Termination, Suspension, or Expiration of Project. If Grantee abandons, suspends, or discontinues the Project, or fails to complete the Project by the Completion Deadline set forth in Section 5.1 above (subject to force majeure events), or for any other reason, the commencement, prosecution, or timely completion of the Project by Grantee is rendered improbable, infeasible, impossible, or illegal, Triumph shall have the right, by written notice to Grantee, to (i) suspend any further fundings of the Grant and/or any or all of Triumph’s other obligations under this Agreement until such time as the event or condition resulting in such abandonment, suspension, or discontinuation has ceased or been corrected, and/or (ii) revoke and terminate the Grant. If Triumph issues a final termination or revocation notice for any reason other than force majeure events, then in accordance with Section 8.4 below Grantee shall upon written demand by Triumph repay to Triumph all portions of the Grant theretofore funded to and received by Grantee.

8.2 Breach of Agreement. In the event Grantee shall (i) have made any misrepresentation of a material nature in the Grant Application, or any supplement or amendment to the Grant Application, or with respect to any document or data furnished with the Grant Application or pursuant to this Agreement, (ii) have breached a representation or warranty made in this Agreement, and/or (iii) have breached, violated, or is in any way in default under any of its obligations under this Agreement, then in accordance with Section 8.4 below Grantee shall upon written demand by Triumph repay to Triumph all portions of the Grant theretofore funded to and received by Grantee.

8.3 Performance Metrics. In the event Grantee fails to timely achieve the following performance metrics (the “Performance Metrics”), then in accordance with Section 8.4 below Grantee shall upon written demand by Triumph repay to Triumph all portions of Grant theretofore funded to and received by Grantee:

(a) Performance Metric #1: As of the Ramp-up Date (as defined below), not less than 100 New Jobs (as defined below) shall have been created and exist within the Park. As used herein, the term “Ramp-up Date” shall mean the date which is four (4) years after the Commencement Date (as defined below). As used herein, “Commencement Date” shall mean the date which is the earlier to occur of (i) the date on which the Project is completed, or (ii) December 31, 2020. As used herein a “New Job” shall mean a full-time equivalent (FTE) job that qualifies under the Florida Qualified Target Industry (QTI) Tax Refund Program, paying a wage that is at or above 115% of the Walton County average wage as of the Commencement Date (based on the EFI/DEO incentive wage chart) in one of Florida's Qualified Target Industries; and

(b) Performance Metric #2: The 100 New Jobs described in subparagraph (a) above are intended to be durable. Accordingly, during each consecutive one (1) year period after the Ramp-up Date, for a total of three (3)

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consecutive one (1) year periods, not less than 100 New Jobs shall be maintained within the Park.

The calculation of the number of New Jobs and the other Performance Metrics shall be made by Rick Harper or another similarly qualified economist or analyst selected by Triumph.

At any time and from time to time, upon written request by Triumph, Grantee shall within thirty (30) days of such request, deliver to Triumph such data, reports, payroll ledgers, state and federal payroll returns, financial statements and reporting, and other documents, instruments, and information, as well as its State of Florida employment reporting forms (collectively, “Back- up Data”) as Triumph requires in order to determine whether Grantee achieved of any or all of the above Performance Metrics. Grantee’s refusal or failure to timely provide any requested Back- up Data shall be deemed Grantee’s failure to timely achieve all of the above Performance Metrics. Notwithstanding the foregoing, so long as Grantee is making diligent efforts to obtain the Back- up Data from third parties, the thirty (30) day deadline described above shall be reasonably extended with respect to any Back-up Data needed to be obtained from third parties.

8.4 Clawback of Grant under Sections 8.1, 8.2, and 8.3. Upon the occurrence of any of the events described in Sections 8.1 or 8.2 above, or in the event Grantee fails to timely achieve both of the Performance Metrics described in Sections 8.3(a) and (b) above, then, upon written demand by Triumph, Grantee shall within ninety (90) days of such demand repay to Triumph all amounts of the Grant that were theretofore funded to and received by Grantee, together with interest at the rate Wall Street Journal Prime Rate plus three percent (3%) per annum on such amounts to be repaid. Such interest shall accrue commencing on the date of such written demand by Triumph and shall continue to accrue until the amount demanded is repaid in full. Notwithstanding the foregoing, Triumph shall have the discretion to waive, reduce, extend, or defer any amounts due under this Section 8.4 if it determines in its sole and absolute discretion that (i) a breach of a representation and warranty herein or in the Grant Application, or a breach, violation, or default of or under any other provision of this Agreement, was not material in nature, (ii) based on quantitative evidence, the Performance Metrics were not achieved due to negative economic conditions beyond Grantee’s reasonable control, (iii) Grantee made a good faith effort to achieve full performance of the Performance Metrics and its failure to do so does not substantially frustrate the general purpose of the Grant, and/or (iv) based on quantitative evidence, the effects of a named hurricane or tropical storm, or specific acts of terrorism, adversely affected Grantee’s ability to achieve the Performance Metrics.

8.5 Maximum Clawback Amount. Excluding interest, in no event shall the total amount clawed back under Section 8.4 above exceed the total amount of the Grant actually funded to Grantee. Grantee and Triumph acknowledge and agree that any amounts clawed back under Section 8.4 above are intended as a repayment of Grant funds conditionally funded to Grantee and are due and payable to Triumph as a result of the occurrence of any of the events described in Sections 8.1, 8.2, or 8.3 above. Such amounts are not intended as and shall not be deemed damages or a penalty. Notwithstanding the foregoing, to the extent that for any reason such amounts are deemed damages, Grantee and Triumph agree that (i) such amounts shall constitute liquidated damages, (ii) the actual damages suffered by Triumph would be unreasonably difficult to determine and that Triumph, (iii) Triumph would not have a convenient and adequate alternative to the liquidated damages, (iv) the amounts due Triumph bear a reasonable relationship to any

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anticipated harm and is a genuine pre-estimate suffered by Triumph, and (v) Grantee irrevocably waives any right that it may have to raise as a defense that any such liquidated damages are excessive or punitive.

9. Other Covenants, Restrictions, Prohibitions, Controls, and Labor Provisions:

9.1 No Lobbying/Gifts. Pursuant to Sections 11.062 and 216.347 of the Florida Statutes, Grantee shall use no portion of the Grant for the purpose of lobbying the Florida Legislature, executive branch, judicial branch, any state agency, or Triumph. Grantee shall not, in connection with this or any other agreement, directly or indirectly: (1) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any Triumph or State officer or employee’s decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty; or (2) offer, give, or agree to give to anyone any gratuity for the benefit of, or at the direction or request of, any Triumph or State officer or employee. For purposes of clause (2), “gratuity” means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. Upon request of Triumph or any authorized State official, Grantee shall provide any type of information Triumph or such official deems relevant to Grantee’s integrity or responsibility. Such information may include, but shall not be limited to, Grantee’s business or financial records, documents, or files of any type or form that refer to or relate to this Agreement.

9.2 Costs of Investigations. Grantee shall reimburse Triumph for the reasonable costs of investigation incurred by the Auditor General or other authorized State official for investigations of Grantee’s compliance with the terms of this or any other agreement between Grantee and the State which results in the suspension or debarment of Grantee. Such costs shall include, but shall not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. Grantee shall not be responsible for any costs of investigations that do not result in Grantee’s suspension or debarment. Grantee understands and will comply with the requirements of s. 20.055(5), F.S., including but not necessarily limited to, the duty of Grantee and any of Grantee’s subcontractors to cooperate with the inspector general in any investigation, audit, inspection, review, or hearing pursuant to s. 20.055, F.S.

9.3 Equal Employment Opportunity/Labor Laws. In connection with the carrying out of the Project, Grantee shall not discriminate against any employee or applicant for employment because of race, age, creed, color, sex or national origin. Grantee will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, age, creed, color, sex, or national origin. In addition, Grantee shall comply with all other applicable labor and employment laws and regulations, including, but not limited to, wage and hour and workplace safety laws and regulations

9.4 Prohibited Interests. Except as otherwise permitted under Section 112.313(12), Florida Statutes, Grantee shall not enter into a contract or arrangement in connection with the Project or any property included or planned to be included in the Project, with any officer, director or employee of Grantee, or any entity of which the officer, director or employee or the officer's, director s or employee's spouse or child is an officer, partner, director, or proprietor or in which

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such officer, director or employee or the officer's, director's or employee's spouse or child, or any combination of them, has a material interest.

(a) “Material Interest” means direct or indirect ownership of more than 5% of the total assets or capital stock of any business entity.

(b) Grantee shall not enter into any contract or arrangement in connection with the Project or any property included or planned to be included in the Project, with any person or entity who was represented before Grantee by any person who at any time during the immediately preceding two (2) years was an officer, director or employee of Grantee.

(c) The provisions of this subsection shall not be applicable to any agreement between Grantee and its fiscal depositories, any agreement for utility services the rates for which are fixed or controlled by the government, or any agreement between Grantee and an agency of state government.

9.5 Interest of Members of, or Delegates to, Congress or Legislature. No member or delegate to the Congress of the United States, or member of the State of Florida legislature, or any director, staff member, or consultant of Triumph, shall be permitted to share in or be a part of this Agreement or any benefit arising hereunder.

9.6 Grant Funds. Grantee acknowledges and agrees that the funds for the Grant are not and shall not be deemed a general obligation of the State of Florida, nor is the Grant or this Agreement backed by the full faith and credit of the State of Florida. Triumph’s obligation to fund the Grant or any portion thereof is expressly contingent upon Triumph having sufficient funds on hand to fund the Grant. If for any reason such funds are not retained by Triumph, are depleted, are frozen or sequestered, or are in any manner unavailable for full or partial funding to Grantee and/or other awardees of grants, Triumph shall not be obligated to make fundings hereunder and shall therefore not be deemed to be in breach of this Agreement. To the extent some funds are available to for funding to Grantee and other awardees of grants, Triumph shall allocate such funds among Grantee and such other awardees in such amounts as it shall determine in its sole and absolute discretion and shall not be deemed to be in breach of this Agreement for failure to fully fund the Grant.

10. Miscellaneous Provisions:

10.1 Triumph Not Obligated to Third Parties. Triumph shall not be obligated or liable hereunder to any party other than Grantee. Without limiting the generality of the foregoing, no person or entity providing other funding to the Project (other than Grantee), nor any vendor, contractor, subcontractor, or materialman, shall be a third-party beneficiary under this Agreement.

10.2 When Rights and Remedies Not Waived. In no event shall the making by Triumph of any payment to Grantee constitute or be construed as a waiver by Triumph of any breach of covenant or any default which may then exist, on the part of Grantee, and the making of such payment by Triumph while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to Triumph with respect to such breach or default.

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10.3 Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected. In such an instance the remainder would then continue to conform to the terms and requirements of applicable law.

10.4 Contractual Indemnity. To the extent permitted by Section 768.28, Florida Statues, Grantee shall indemnify, defend, and hold harmless Triumph and all of its officers, agents, and employees from any claim, loss, damage, cost, charge, or expense arising out of any act, error, omission, or negligent act by Grantee, its agents, or employees, during the performance of this Agreement, except that neither Grantee, its agents, or its employees will be liable under this paragraph for any claim, loss, damage, cost, charge, or expense arising out of any act, error, omission, or negligent act by Triumph or any of its officers, agents, or employees during the performance of this Agreement. Nothing in this Agreement shall be construed as a waiver by Grantee of any sovereign immunity protections that may be provided by Section 768.28, Florida Statutes. When Triumph receives a notice of claim for damages that may have been caused by Grantee in the performance of services required under this Agreement, Triumph will immediately forward the claim to Grantee. Grantee and Triumph will evaluate the claim and report their findings to each other within fourteen (14) working days and will jointly discuss options in defending the claim. After reviewing the claim, Triumph will determine whether to require the participation of Grantee in the defense of the claim or to require that Grantee defend Triumph in such claim as described in this Section 10.4. Triumph's failure to promptly notify Grantee of a claim shall not act as a waiver of any right herein to require the participation in or defense of the claim by Grantee. Triumph and Grantee will each pay its own expenses for the evaluation, settlement negotiations, and trial, if any. However, if only one party participates in the defense of the claim at trial, that party is responsible for all expenses at trial. Triumph may, in addition to other remedies available to it at law or equity and upon notice to Grantee, retain such monies from Grant amounts due Grantee hereunder as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against them.

10.5 Limitations of Liability. Neither Grantee nor Triumph shall he liable to the other for any special, indirect, punitive, or consequential damages, even if the other party has been advised that such damages are possible. Neither Grantee nor Triumph shall be liable for lost profits, lost revenue, or lost institutional operating savings. In addition, Triumph shall not assume or incur any liability related to its approval or deemed approval of any contractor, any Contract, any plans or specifications for the Project, or any other matter for which Triumph has the right or obligation to review and/or approve under this Agreement

10.6 Non-Assignment. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of Triumph, which consent may be withheld in Triumph's sole and absolute discretion. Triumph shall at all times without the consent of Grantee be entitled to assign or transfer its rights, duties, or obligations under this Agreement to any other person or entity, or to another governmental entity in the State of Florida, upon giving prior written notice to Grantee. Any attempted assignment of this Agreement or any of the rights hereunder in violation of this provision shall be void ab initio.

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10.7 Intentionally Omitted.

10.8 Construction: Interpretation. The title of and the section and paragraph headings in this Agreement are for convenience of reference only and shall not govern or affect the interpretation of any of the terms or provisions of this Agreement. The term “this Agreement” means this Agreement together with all Exhibits hereto, as the same may from time to time be amended, modified, supplemented, or restated in accordance with the terms hereof. All words used in this Agreement in the singular form shall extend to and include the plural. All words used in the plural form shall extend to and include the singular. The use in this Agreement of the term “including” and other words of similar import mean “including, without limitation” and where specific language is used to clarify by example a general statement contained herein, such specific language shall not be deemed to modify, limit, or restrict in any manner the construction of the general statement to which it relates. The word “or” is not exclusive and the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole, including any Exhibits, and not to any particular section, subsection, paragraph, subparagraph, or clause contained in this Agreement. The recitals of this Agreement are incorporated herein by reference and shall apply to the terms and provisions of this Agreement and the parties hereto. Time is of the essence with respect to the performance of all obligations under this Agreement. The parties hereto have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties hereto, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

10.9 Preservation of Remedies; Severability. No delay or omission to exercise any right, power, or remedy accruing to either party hereto upon breach or default by either party hereto under this Agreement, will impair any such right, power, or remedy of either party; nor will such delay or omission be construed as a waiver of any breach or default or any similar breach or default. If any term or provision of this Agreement is found to be illegal, invalid, or unenforceable, such term or provision will be deemed stricken, and the remainder of this Agreement will remain in full force and effect.

10.10 Entire Agreement; Amendment; Waiver. This Agreement embodies the entire agreement of the parties hereto with respect to the subject matter hereof. There are no provisions, terms, conditions, or obligations other than those contained in this Agreement; and this Agreement supersedes all previous communications, representations, or agreements, either verbal or written, between the parties. No amendment will be effective unless reduced to writing and signed by an authorized officer of Grantee and the authorized officer of Triumph. No waiver by a party hereto of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. No waiver by any party hereto shall operate or be construed as a waiver in respect of any failure, breach or default not expressly identified by such written waiver, whether of a similar or different character, and whether occurring before or after that waiver. No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.

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10.11 Notices. All notices and demands to be given or delivered under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given (i) when personally delivered, (ii) the day following the day (except if not a business day then the next business day) on which the same has been delivered prepaid to a reputable national overnight air courier service, or (iii) the third business day following the day on which the same is sent by certified or registered mail, postage prepaid. Notices and shall be sent to the applicable address set forth below, unless another address has been previously specified in writing in accordance with this Section 10.11:

If to Triumph: If to any Grantee:

Triumph Gulf Coast, Inc. Walton County P.O. Box 12007 ______Tallahassee, FL 32317 ______Attention: Executive Director

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, IN ALL CASES WHERE TRIUMPH IS REQUIRED OR HAS THE RIGHT TO REVIEW, APPROVE, TAKE ACTION, OR RECEIVE REQUESTS FOR FUNDING AND OTHER NOTICES, ALL OF GRANTEE’S SUCH REQUESTS FOR REVIEW, APPROVAL, ACTION, REQUESTS FOR FUNDING, AND OTHER NOTICES TO TRIUMPH MUST ALSO BE DELIVERED VIA EMAIL TO THE TRIUMPH PROGRAM ADMINISTRATOR. NO TIME PERIODS OR OTHER DEADLINES APPLICABLE TO TRIUMPH SHALL COMMENCE UNLESS AND UNTIL THE TRIUMPH PROGRAM ADMINISTRATOR RECEIVES SUCH EMAIL AND CONFIRMS THE COMPLETENESS OF THE REQUEST. ONCE THE TRIUMPH PROGRAM ADMINISTRATOR HAS CONFIRMED THE COMPLETENESS OF THE REQUEST, ANY TIME PERIODS OR OTHER DEADLINES SHALL BE DEEMED TO HAVE COMMENCED AS OF THE DATE THAT GRANTEE FIRST SUBMITTED THE FULLY COMPLETE REQUEST.

10.12 Attorney's Fees. In the event litigation arises (at the trial or appellate level) in connection with this Agreement, the prevailing party will be entitled to be reimbursed for all costs incurred in connection with such litigation, including without limitation reasonable attorneys’ fees and costs.

10.13 TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, THE PARTIES HERETO WAIVE TRIAL BY JURY IN RESPECT OF ANY CLAIM, DISPUTE OR ACTION ARISING OUT OF, RELATED OR PERTAINING TO THIS AGREEMENT, THE GRANT APPLICATION, AND/OR THE GRANT. THIS WAIVER IS KNOWINGLY, WILLINGLY

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AND VOLUNTARILY MADE AND EACH PARTY HEREBY REPRESENTS THAT NO REPRESENTATIONS OF FACT OR OPINION HAVE BEEN MADE BY ANY PERSON OR ENTITY TO INDUCE THIS WAIVER OF TRIAL BY JURY OR TO IN ANY WAY MODIFY OR NULLIFY ITS EFFECT. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE PARTIES ENTERING INTO THIS AGREEMENT. EACH PARTY IS HEREBY AUTHORIZED TO FILE A COPY OF THIS SECTION IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS WAIVER OF JURY TRIAL. EACH PARTY REPRESENTS AND WARRANTS THAT IT HAS BEEN REPRESENTED IN THE SIGNING OF THIS AGREEMENT AND IN THE MAKING OF THIS WAIVER BY INDEPENDENT LEGAL COUNSEL, OR HAS HAD THE OPPORTUNITY TO BE REPRESENTED BY INDEPENDENT LEGAL COUNSEL SELECTED OF ITS OWN FREE WILL, AND THAT IT HAS HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.

10.14 Governing Law. The laws of the State of Florida shall govern the construction, enforcement and interpretation of this Agreement, regardless of and without reference to whether any applicable conflicts of laws principles may point to the application of the laws of another jurisdiction. The exclusive personal jurisdiction and venue to resolve any and all disputes between them including, without limitation, any disputes arising out of or relating to this Agreement shall be in the state courts of the State of Florida in the County of Escambia. The parties expressly consent to the exclusive personal jurisdiction and venue in any state court located in Escambia County, Florida, and waive any defense of forum non conveniens, lack of personal jurisdiction, or like defense, and further agree that any and all disputes between them shall be solely in the State of Florida. Should any term of this Agreement conflict with any applicable law, rule, or regulation, the applicable law, rule, or regulation shall control over the provisions of this Agreement.

10.15 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which taken together shall constitute one and the same instrument.

[signature page follows]

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement be executed as of the day and year first above written.

GRANTEE: TRIUMPH:

Walton County, Florida TRIUMPH GULF COAST, INC., a Florida not-for-profit corporation By:______Print Name: ______By:______Title:______Print Name:______Title: Chairman

ATTEST: By: ______Print Name: ______By: ______Title: Treasurer Print Name: ______Title: ______ATTEST:

By: ______Print Name: ______Title: Secretary

A3634110.DOCX

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EXHIBIT “A”

Form of

Request for Funding of Grant (Walton County, Florida/Project #190)

Budget Category: ______Funding Request #: ______

Pursuant to Section 4.1 of that certain Grant Award Agreement dated November ___, 2019 (the “Agreement”), by and between Walton County, Florida, acting by and though its Board of County Commissioners (“Grantee”) and Triumph Gulf Coast, Inc., a Florida not-for-profit corporation (“Triumph”), Grantee hereby requests a funding from the Grant (as defined in the Agreement) as follows (all capitalized terms herein shall have the same meanings ascribed to them as set forth in the Agreement):

1. Invoices/Purchase Orders/Contracts/Salary to Grantee (List all that are the subject of this Request):

Materialman/Vendor/Grantee Amount of Invoice

$

$

$

$

Total: $

2. Amount of Grant Funding Requested Hereby:

$______

3. (a) Amounts of Grant Previously Funded Under the $ Agreement:

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(b) Amounts of Funding Requested in Item 2 $ above:

(c) Cumulative Amounts Funded from Grant if this $ request is approved (add (a) and (b) above):

(d) Remaining Amount of Grant to be funded $ $______.00 minus the amounts in (c) above:

4. Attached hereto are (1) true, correct, and complete copies of the invoices referenced in Item 1 above, (2) photographs and/or reports evidencing the completion of the work that is the subject of the invoices referenced in Item 1 above, (3) evidence of use of Matching Funds for their intended purpose, and (4) Project account documentation under Section 7.1 of the Agreement.

5. None of the amounts paid by Grantee in connection with the invoices described in Item 1 above for which funding is requested hereunder shall also have been or will in the future be in any manner (a) reimbursed, returned, refunded, rebated, or otherwise credited to, Grantee by any contractor, materialman, vendor, or any other person or entity, or (b) paid, reimbursed, returned, refunded, rebated, or otherwise credited to Grantee by the State of Florida, the United States, or any agency or instrumentality of any of the foregoing, whether under any grant or loan program or other method of contribution.

6. None of the Contracts under which amounts paid by Grantee in connection with the invoices described in Item 1 above have heretofore been modified, amended, or terminated, except as otherwise approved by Triumph.

7. Grantee hereby certifies, represents, and warrants to Triumph that the following statements are true and correct:

(a) Attached to this Request for Funding is all requested documentation required under Section 4.2 of the Agreement;

(b) This Request for Funding does not seek funding for items other than for the Budget category shown above;

(c) The amount requested, together with all amounts previously funded under the Grant, does not exceed the $1,742,407 maximum amount of the Grant; the amount requested for the above-shown Budget category, together with all amounts previously funded for such Budget category, does not exceed the maximum amount allocated to such Budget category; and Grantee has used all Grant funds released to date in the amounts and for the purposes stated in the Budget;

(d) Grantee made no misrepresentation or omission of a material nature in the Grant Application, or any supplement or amendment to the

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Grant Application, or with respect to any document or data furnished with the Grant Application or pursuant to the Agreement;

(e) There is no pending litigation with respect to the performance by Grantee of any of its duties or obligations which may jeopardize or adversely affect the Project, the Agreement, or funding of the Grant;

(f) Grantee has not taken any action pertaining to the Project which, under the Agreement, requires the approval of Triumph, and Grantee failed to obtain such approval;

(g) There has been no violation of the anti-lobbying/gift or prohibited interest provisions of Sections 9.1, 9.4, or 9.5 of the Agreement;

(h) Grantee is not in material violation, default, or breach of or under any provision of the Agreement;

(i) All representations and warranties contained in the Agreement are accurate as of the date hereof;

(j) Grantee is not in breach of any representation or warranty contained in the Agreement;

(k) No federal, state, or local agency (including Grantee) providing financial assistance to the Project has revoked, suspended, or terminated that financial assistance to the Project, including, but not limited to, the Matching Funds;

(l) With respect to previous fundings of the Grant and payments under Contracts, Grantee has paid, and has provided Triumph with evidence of payment of, the Matching Funds toward completion of the Project;

(m) Grantee has not abandoned or discontinued the Project, nor has the commencement, prosecution, or timely completion of the Project by Grantee been rendered improbable, infeasible, impossible, or illegal;

(n) No portion of the requested funding includes funding for items that are outside the scope of the Project that is contemplated under the Budget;

(o) None of the Contracts have been modified, amended, or terminated, or have been subject to a change order, without the prior written consent or deemed approval of Triumph; provided, however, that any change order under $100,000 shall not be subject to approval under the Agreement

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(p) Intentionally Omitted;

(q) The Budget has not been amended or increased or decreased by more than 5%;

(r) Completion of the Project is on schedule for completion by the Completion Deadline;

(s) Grantee maintains in full force and effect all insurance required under Section 5.4 of the Agreement;

(t) Grantee is in compliance with all applicable environmental laws and regulations in accordance with Section 5.5 of the Agreement;

(u) Grantee is in compliance with the competitive bidding requirements set forth in Section 3 of the Agreement; and

(v) Grantee is in compliance with the equal employment opportunity and other labor provisions as required by Section 9.3 of the Agreement.

The undersigned, in his capacity as ______of Grantee, hereby certifies to Triumph that the above statements are true and correct. The undersigned also agrees to provide Triumph with such other documents as Triumph shall require in order to determine that the requested funding is consistent with the purposes of the Grant

Date: ______Print Name: ______

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EXHIBIT “B” BUDGET/TIMELINE

[see attached]

26

27

EXHIBIT “C” SmartSheet Authorized Users Date ______

Name Title Email address User Type*

Future changes to Authorized Users of SmartSheet (additions and deletions) must be delivered via a revised Exhibit “C” uploaded to SmartSheet and via email to the Program Administrator.

*User Types:

View Only – users with view only rights will be able to click and read all attachments and notes but will not be able to comment, upload or edit documents.

Edit - users with Edit rights will be able to upload documents and make notes/comment in the sheet.

PLEASE NOTE: IN ALL CASES WHERE TRIUMPH IS REQUIRED OR HAS THE RIGHT TO REVIEW, APPROVE, TAKE ACTION, OR RECEIVE REQUESTS FOR FUNDING AND OTHER NOTICES, ALL OF GRANTEE’S SUCH REQUESTS FOR REVIEW, APPROVAL, ACTION, REQUESTS FOR FUNDING, AND OTHER NOTICES TO TRIUMPH MUST ALSO BE DELIVERED VIA EMAIL TO THE TRIUMPH PROGRAM ADMINISTRATOR. NO TIME PERIODS OR OTHER DEADLINES APPLICABLE TO TRIUMPH SHALL COMMENCE UNLESS AND UNTIL THE TRIUMPH PROGRAM ADMINISTRATOR RECEIVES SUCH EMAIL AND CONFIRMS THE COMPLETENESS OF THE REQUEST. ONCE THE TRIUMPH PROGRAM ADMINISTRATOR HAS CONFIRMED THE COMPLETENESS OF THE REQUEST, ANY TIME PERIODS OR OTHER DEADLINES SHALL BE DEEMED TO HAVE COMMENCED AS OF THE DATE THAT GRANTEE FIRST SUBMITTED THE FULLY COMPLETE REQUEST.

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EXHIBIT B CERTIFICATION REGARDING DEBARMENTS, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION-LOWER TIER FEDERALLY FUNDED TRANSACTIONS

Required for all contractors and subcontractors on procurement (vendor) contracts of $100,000 or more, and for all contracts and grants with sub-recipients regardless of amount, when funded by a federal grant.

1. The undersigned hereby certifies that neither it norths principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency.

2. The undersigned also certifies that it and its principals:

(a) Have not within a three-year period preceding this response been convicted of or had a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or Local) transaction or contract under a public transaction; violation of Federal or State anti-trust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property.

(b) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or Local) with commission of any of the offenses enumerated in paragraph 2(a) of this Certification; and

(c) Have not within a three-year period preceding this certification had one or more public transactions (Federal, State, or Local) terminated for cause or default.

3. Where the undersigned is unable to certify to any of the statements in this certification, an explanation shall be attached to this certification.

Dated this ______day of ______, 2021.

By:______Authorized Signature/Contractor Typed Name/Title ______Subrecipient Name/Contractor Name ______Street Address ______Building, Suite Number ______City/State/Zip Code ______Area Code/Telephone Number ______

Exhibit B Page 1 of 3

INSTRUCTIONS FOR CERTIFICATION REGARDIGN DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION-LOWER TIER FEDERALLY FUNDED TRANSACTIONS

1. By signing and submitting this form, the certifying party is providing the certification set out below.

2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the certifying party knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Walton County Board of County Commissioner (County) or agencies with which this transaction originated may pursue available remedies including suspension and/or debarment.

3. The certifying party shall provide immediate written notice to the person to which this contract is submitted if any time the certifying party learns that its certification was erroneous when submitted or has been erroneous by reason of changed circumstances.

4. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause, have the meaning set out of the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this contract is submitted for assistance in obtaining a copy of those regulations.

5. The certifying party agrees by submitting this contract that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier contract, or other covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the County or agency with this transaction originated.

6. The certifying party further agrees by executing this contract that it will include this clause titled “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction,” without modification, in all contracts or lower tier covered transactions and in all solicitations for lower tier covered transactions.

7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction,

Exhibit B Page 2 of 3

unless it knows that the certification is erroneous. A participant may, but is not required to, check the Nonprocurement List (Telephone (202)501-4740 or (202)501-4873).

8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the County or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment.

Exhibit B Page 3 of 3

EXHIBIT C Federal Aid Compliance Requirements

As applicable, Contractor shall comply with all federal laws, rules, and regulations, including but not limited to:

Chapter 1 Summary 523 FW 1.1 1.1 Purpose. The purpose of this chapter is to summarize guidance on those requirements generally applicable to grant programs.

1.2 Applicability and Scope. In accepting Federal funds, States and other grantees must comply with all applicable Federal laws, regulations, and policies. This chapter is not all-inclusive. Exclusion of any specific requirement does not relieve grantees of their responsibility for compliance. Copies of reference materials can be obtained from the Regional Offices. Guidance on the following requirements is contained in this chapter. A. Nondiscrimination Requirements. • Title VI of the Civil Rights Act of 1964 • Section 504 of the Rehabilitation Act of 1973 • Age Discrimination Act of 1975 • Title IX of the Education Amendments of 1972

B. Environmental Requirements. • Clean Air Act and Water Pollution Control Act, 42 U.S.C., 7401 & 33 U.S.C. 1251 • Comprehensive Environmental Response, Compensation, and Liability Act • Environmental Protection Agency Regulations pursuant to 40 CFR 50, as amended. • Executive Order 11988, Floodplain Management • Executive Order 11990, Wetland Protection • Executive Order 13089, Coral Reef Protection • Executive Order 13112, Invasive Species • Executive Order 13186, Responsibilities of Federal Agencies to Protect Migratory Birds • Lacey Act, 16 U.S.C. 3371-3378 • Magnuson-Stevens Fishery Conservation and Management Act, 16 U.S.C. 1801-1884 • Migratory Bird Treaty Act, 16 U.S.C. 703-712 • Marine Mammal Protection Act, 16 U.S.C. Chapter 31 • Resource Conservation and Recovery Act • Rivers and Harbors Act • Safe Drinking Water Act, 42 U.S.C. 300f • Wild and Scenic Rivers Act, 16 U.S.C. 1271

C. Historic and Cultural Preservation Requirements. • National Historic Preservation Act of 1966

Exhibit C Page 1 of 12

D. Administrative Requirements. • Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 • Debarment and Suspension • Drug-Free Workplace Act of 1988 • Restrictions on Lobbying (P.L. 101-121)

1.3 Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000(d)). A. Summary. Prohibits discrimination based on race, color, or national origin in any "program or activity receiving Federal financial assistance."

B. References. (1) Regulations of the Department of the Interior (43 CFR Part 17) (2) U.S. Fish and Wildlife Service Guidelines for Compliance with Federal Nondiscrimination Requirements (3) U.S. Fish and Wildlife Service Federally Assisted Program Implementation Plan

C. Requirements. (1) Grantees may not, on the basis of race, color, or national origin, select, locate, or operate project facilities which will serve to exclude or limit opportunity for use or benefits. (2) Grantees shall make reasonable efforts to inform the public of opportunities provided by Federal Aid projects and shall inform the public that the projects are subject to Title VI compliance. (3) Though employment practices are not in themselves subject to Title VI, Title VI does apply to employment which may affect the delivery of services to beneficiaries of a federally assisted program. For the purpose of Title VI, volunteers or other unpaid persons who provide services to the public are included.

1.4 Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 795) A. Summary. Ensures that no qualified handicapped person shall, on the basis of handicap, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance.

B. References. (1) Regulations of the Department of the Interior (43 CFR Part 17) (2) U.S. Fish and Wildlife Service Guidelines for Compliance with Federal Nondiscrimination Requirements (3) U.S. Fish and Wildlife Service Federally Assisted Program Implementation Plan

Exhibit C Page 2 of 12 C. Requirements. (1) Grantees may not deny a qualified handicapped person the opportunity to participate in or benefit from Federal Aid project facilities or services afforded to others. (2) Grantees may not deny a qualified handicapped person the opportunity to participate as a member of a planning or advisory board. (3) The location of facilities shall not have the effect of excluding handicapped persons from, deny them the benefits of, or otherwise subject them to discrimination under any Federal Aid project.

1.5 Age Discrimination Act of 1975 (42 U.S.C. 6101) A. Summary. Prohibits discrimination on the basis of age in programs or activities receiving Federal financial assistance.

B. References. (1) Regulations of the Department of the Interior (43 CFR Part 17) (2) U.S. Fish and Wildlife Service Guidelines for Compliance with Federal Nondiscrimination Requirements (3) U.S. Fish and Wildlife Service Federally Assisted Program Implementation Plan

C. Requirements. No person in the United States shall, on the basis of age, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. However, a grantee is permitted to take an action otherwise prohibited if the action reasonably takes into account age as a factor necessary to the normal operation or achievement of any statutory objective of a program or activity.

1.6 Title IX of the Education Amendments of 1972 (20 U.S.C. 1681, et. seq.) A. Summary. Prohibits discrimination on the basis of sex in any education program receiving Federal financial assistance.

B. References. (1) Regulations of the Department of the Interior (43 CFR Part 17) (2) U.S. Fish and Wildlife Service Guidelines for Compliance with Federal Nondiscrimination Requirements

C. Requirements. No person in the United States shall, on the basis of sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any education program receiving Federal financial assistance. For the purpose of Title IX, hunter education and aquatic education project activities are considered education programs.

Exhibit C Page 3 of 12 1.7 Coastal Zone Management Act of 1972 (16 U.S.C. 1451 et. seq.) A. Summary. The Act is intended to, "preserve, protect, develop, and where possible, to restore or enhance, the resources of the Nation's coastal zone..."

B. References. Regulations of the Department of Commerce (15 CFR 930).

C. Requirements. Federal Aid projects, which would "significantly affect the coastal zone" must be consistent with the approved State management programs developed under the Act. Prior to submitting a Grant Proposal for a project in the coastal zone of a State with an approved Coastal Zone Management Program, the proposed project must be reviewed for consistency with the management plan. Grantees may be required to submit a statement attesting to conformance with the Coastal Zone Management Plan.

1.8 Exotic Organisms Executive Order 11987 A. Summary. Federal agencies shall discourage the States from introducing exotic species into natural ecosystems of the United States. In addition, Federal agencies will restrict the use of Federal funds for the purpose of introducing exotic species into ecosystems outside of the United States.

B. References. Executive Order 11987, Exotic Organisms, 42 FR 26949 (May 25, 1977)

C. Requirements. (1) Any proposal for the introduction of an exotic species into a natural ecosystem by a State fish and wildlife agency must include a biological opinion from the U.S. Fish and Wildlife Service supporting the proposed introduction. (2) To obtain a biological opinion, the State agency shall provide the Regional Director with a written request for the opinion together with any available information including, but not limited to, NEPA documents, biological data, and project plans. (3) After receiving a biological opinion, it will be the responsibility of the State agency to adhere to the recommendations outlined in that opinion.

1.9 Endangered Species Act of 1973 (16 U.S.C. 1531-1534). A. Summary. Actions funded under the Federal Aid programs must not jeopardize the continued existence of any endangered or threatened species, or result in the destruction or adverse modification of the habitat of the species.

B. Reference. Section 7 Consultation Requirements, 43 FR 870 (Jan. 4, 1978).

Exhibit C Page 4 of 12

C. Requirements. The Regional Director must ensure that Federal Aid projects are not likely to jeopardize the continued existence of endangered or threatened species or result in the destruction or adverse modification of critical habitat. For projects which may affect an endangered or threatened species, either beneficially or adversely, a formal Section 7 consultation is necessary. The State is required to name the listed species and/or critical habitat included; list the name, description, and location of the area; list objectives of the actions; and provide an explanation of the impacts of the actions on a listed species or its critical habitat.

1.10 National Environmental Policy Act of 1969 (42 U.S.C. 4321-4347). A. Summary. Requires that every proposed Federal action be examined to determine the effects (beneficial or adverse) it will have on the human environment and that the findings be considered in decisions regarding its implementation.

B. References. (1) Regulations of the Council on Environmental Quality implementing the procedural provisions of NEPA, (40 CFR 1500-1508). (2) Departmental Manual, Environmental Quality, Part 516. (3) Fish and Wildlife Service Manual, National Environmental Policy Act, Part 550. (4) National Environmental Policy Act Handbook for Federal Aid Projects. The Assistant Director-Fish and Wildlife Enhancement is authorized to promulgate the National Environmental Policy Act Handbook for Federal Aid Projects.

C. Requirements. Each action proposed for Federal funding must include an Environmental Assessment (EA), Environmental Impact Statement (EIS), or show that the proposed activity is covered by one or more categorical exclusions. For specific requirements and procedures, see National Environmental Policy Act (NEPA) Handbook for Federal Aid Projects.

1.11 Floodplains and Wetlands Protection. A. Summary. Federal Aid funds may not be used for projects affecting floodplains or wetlands unless there is no practical alternative outside the floodplain or wetland and only if actions are taken to minimize the adverse effects.

B. References. (1) Executive Order 11988, Floodplain Management, 42 FR 26951 (May 25, 1977). (2) Executive Order 11990, Protection of Wetlands, 42 FR 26961 (May 25, 1977). (3) Department of Interior Procedures for Implementation, 520 DM 1.

Exhibit C Page 5 of 12 (4) Natural Resources Protection, 613 FW.

C. Requirements. The Executive orders on floodplains and wetlands require Federal agencies to review proposed actions to ensure that there are no practical alternatives outside the floodplain or wetland, and to ensure that potential harm is minimized. If there are no practical alternatives to proposed projects in floodplains or wetlands, actions to minimize the adverse effects should be incorporated into the project plans.

1.12 Animal Welfare Act of 1985 7 U.S.C. 2131, et seq. A. Summary. Requires the humane treatment of animals (exclusive of fish) used in research, experimentation, testing, and teaching.

B. References. Regulations of the Department of Agriculture, Animal and Plant Health Inspection Service (APHIS), 9 CFR Parts 1, 2 and 3 (54 FR 36112 (Aug. 31, 1989).

C. Requirements. Grantees who use Federal Aid funds to conduct covered management or research or who engage in interstate shipment of animals should contact the local Animal and Plant Health Inspection Service (APHIS) office for instructions. A list of the APHIS offices may be obtained from the Regional Offices.

1.13 Coastal Barriers Resources Act of 1982 (16 U.S.C. 3501), as amended by the Coastal Barrier Improvement Act of 1990 (P.L. 101-591) A. Summary. The purpose of the Acts are "...to minimize the loss of human life, wasteful expenditure of Federal revenues and damage to fish and wildlife, and other natural resources associated with coastal barriers..."

B. References. U.S. Fish and Wildlife Service Advisory Guidelines, 48 FR 45664 (Oct. 6, 1983).

C. Requirements. Activities conducted within a unit of the Coastal Barrier Resources System must meet the requirements of section 6 of the Act. Section 6 requires consultation with the Service, via the appropriate Regional Office.

1.14 National Historic Preservation Act of 1966 16 U.S.C. 470. A. Summary. Federal agencies may not approve any grant unless the project is in accordance with national policies relating to the preservation of historical and cultural properties and resources.

B. References. (1) National Register of Historic Places (36 CFR 60). (2) The Archeological and Historic Preservation Act of 1974, 16 U.S.C.

Exhibit C Page 6 of 12 469a. (3) Procedures for the Protection of Historic and Cultural Properties (36 CFR 800). (4) Determinations of Eligibility for Inclusion in the National Register of Historic Places (36 CFR 63). (5) Criteria for Comprehensive Statewide Historic Surveys and Plans (36 CFR 61). (6) Cultural Resources Protection, 614 FW.

C. Requirements. (1) States must consult with the State Historic Preservation Officer (SHPO) for those activities or projects that are defined as undertakings under the National Historic· Preservation Act. An undertaking is defined as a project, activity, or program that can result in changes in the character or use of properties that are listed on or potentially eligible for listing on the National Register of Historic Places (National Register) and located within the project's area of potential effect. Undertakings include new and continuing projects, activities, or programs and any of their elements not previously considered under Section 106 of the National Historic Preservation Act. (2) In cases where a Federal Aid project has been determined to be an undertaking, the State must notify the appropriate Service Regional Director for guidance on how to proceed with Section 106 compliance. Based on the results of the consultation between the State and SHPO, the Service will determine the need and level of inventory to identify historic properties that may be affected by the undertaking and to gather sufficient information to evaluate whether these properties are listed or are eligible for listing in the National Register. (3) Where completed inventories indicate that identified historic properties may be affected by the undertaking, the State shall be responsible for submitting the necessary documentation to the appropriate Regional Director for review. As necessary, the Service shall seek determinations of eligibility for those properties that are to be affected by the proposed activity. (4) If a State is advised by the SHPO that an undertaking will adversely affect a property that is eligible for or listed on the National Register, the State shall ask the appropriate Regional Director to determine measures for mitigating or avoiding impacts. This may require the development of a memorandum of agreement among the Service, State, and State Historic Preservation Officer to address specific measures that will be employed to avoid or minimize adverse effects to historic properties located within the area of potential effect. Adverse effects that may diminish the character and integrity of historic properties include (a) Physical destruction, damage, or alteration of all or part of the property;

Exhibit C Page 7 of 12 (b) Isolation of the property from or alteration of the character of the property's setting when that character contributes to the property's qualification for the National Register of Historic Places; (c) Introduction of visual, audible, or atmospheric elements that are out of character with the property or alter its setting; (d) Neglect of a property resulting in its deterioration or destruction; and (e) Transfer, lease, or sale of the historic property. (5) If a previously unknown property that is eligible for listing on the National Register is discovered at any time during the implementation period of a Federal Aid project, the Regional Director must be notified and all actions which may adversely affect it must be suspended. The Service shall provide the State with instructions on how to proceed.

1.15 Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (42 U.S.C. 4601) A. Summary. Federal agencies may not approve any grant unless the grantee provides Assurances that it will comply with the Act. Prices to be paid for lands or interests in lands must be fair and reasonable (except when the price is fixed by law, or when the lands are to be acquired at public auction or by condemnation and the value determined by the court). Persons displaced from their homes, businesses, and farms must receive relocation services, compensation, and fair equitable treatment.

B. References. (1) Department of Interior Uniform Relocation Assistance and Real Property Acquisition Regulations (41 CFR 114-50). (2) Department of Transportation Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally Assisted Programs (49 CFR Part 24).

C. Appraisal Requirements. (1) A real property owner or his designated representative must be contacted prior to making an appraisal and given an opportunity to accompany the appraiser during inspection of the property. The fact that it occurred must be documented in project files and in the appraisal report. (2) Real property must be appraised, the appraisal report reviewed, and the fair market value established prior to initiation of negotiations with the owner. (3) If the acquisition of only part of a property will leave the owner with an uneconomic remnant, the State or other grantee must offer to buy the whole property. The term "uneconomic remnant" applies only to Title Ill of the Act and the necessity of the acquiring agency to offer to purchase such a remainder or the entire property. II is not to be construed with the term "uneconomic unit" as it applies to the in-lieu

Exhibit C Page 8 of 12 payment of farm operations under Title II of the Act.

D. Negotiation Requirements. (1) An owner or his designated representative must be provided, in person or by certified mail, a written statement of just compensation as determined in the appraisal process. Offers of compensation cannot be less than the approved appraisal of fair market value of such property. If only a portion of the owner's property is being taken and the owner is left with an uneconomic remnant, the agency must offer to buy the whole property. (2) Reimbursement to a real property owner for costs to convey a title must include (a) Recording fees, transfer taxes, and similar costs; (b) Penalty cost for prepayment of pre-existing recorded mortgage; and (c) Pro-rata portion of real property taxes allocable to a period subsequent to the date of vesting title. (3) All displaced persons (owners and tenants) must be provided information on their relocation benefits.

E. Relocation Assistance to Displaced People. (1) A relocation plan must be prepared for displaced persons so that problems associated with displacement of individuals, families, businesses, farms and nonprofit organizations are known at an early stage in a project's development (see 49 CFR 24.205). Planning may involve the following a. Who and what will be displaced. b. The estimated number of dwellings, businesses, farms, and nonprofit organizations displaced, including rentals. This estimate should contain i. Currently available replacement housing, businesses, farm, and organization sites; ii. Approximate number of employees affected; iii. Types of buildings, number, and size of rooms; iv. The needs of those displaced (i.e. lifestyle); and v. Type of neighborhood, distance to community facilities, church, etc. c. List of comparable replacement dwellings, including rentals, available on the market within a 50-mile radius (specialized units may require expanding radius). When an adequate supply of comparable housing is not expected to be available, consideration of Housing of the Last Resort actions should be instituted. d. Estimate of cost of replacement housing by purchase and/or rental per displaced person, and consideration of special needs like the elderly or handicapped. e. Estimate of cost for moving.

Exhibit C Page 9 of 12 (2) Advisory Services for Displaced People. Advisory services must be provided for all persons occupying property to be acquired and for all persons who use such real property for a business or farm operation. Eligibility requirements and corresponding benefits must be explained to all displaced persons. Assistance must be provided to persons completing claim forms, obtaining moving services, and obtaining proper housing. (3) Payment for Relocation of Displaced Persons. Relocation expenses must be paid to a displaced person who purchases and occupies a replacement dwelling. Moving and related expenses will be provided to displaced persons residing on real property including those persons owning a business or a farm. All payments must comply with the requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970.

1.16 Debarment and Suspension A. Summary. Executive Order 12549, Debarment and Suspension, directs that persons debarred or suspended by one Federal agency from receiving grants may not receive grants from any Federal agency.

B. References. (1) Executive Order 12549, Debarment and Suspension, Feb. 18, 1986. (2) Department of Interior Rules, Government wide Debarment and Suspension (Nonprocurement), 43 CFR 12.100 - 12.510

C. Requirements. (1) States and other grantees must submit the certification for Primary Covered Transactions (Dl-1953). States certify as to their "principals", not the State agency. State principals are commissioners, directors, project leaders, or other persons with primary management or supervisory responsibilities, or a person who has a critical influence on or substantial control over Federal Aid projects. States may provide the certification annually. Other grantees must provide the certification with each Application for Federal Assistance. (2) States and other grantees must obtain from their subgrantees and contractors a certification for Low r Tier Covered Transactions (Dl- 1954). A certification is not required for small purchase procurements, currently defined as less than $25,000. These certifications are normally provided with an application or proposal from a subgrantee or contractor. (3) States and other grantees must not make any award, either by subgrant or contract, to any party which is debarred or suspended or is otherwise ineligible under provisions of Executive Order 12549. The U.S. General Services Administration maintains a list of parties debarred, suspended, ineligible or excluded from participation in

Exhibit C Page 10 of 12 Federal grants under the provision of the Executive order. A copy of this list is available, upon request, from the Regional Director.

1.17 Drug-Free Workplace Act of 1988. A. Summary. The Drug-Free Workplace Act requires that all grantees certify that they will maintain a drug-free workplace.

B. References. Department of Interior Rules, Drug-Free Workplace Requirements, 43 CFR 12.600-635.

C. Requirements. Grantee organizations must (1) Establish (and publish) a policy that informs employees that the manufacture, distribution, possession, or use of a controlled substance in the workplace is prohibited; (2) Establish an awareness program to inform employees of the dangers of drug abuse in the workplace; and Provide a drug-free workplace certification to the Department of Interior or U.S. Fish and Wildlife Service. The forms for providing the certification are available from the Regional Director. State agencies may certify annually. If the State agency is covered by a consolidated certification for all State agencies, a copy of the consolidated certification should be submitted to the Regional Director. (The original is retained by the State.) Grantees other than State agencies must submit the certification with each Grant Agreement.

1.18 Restrictions on lobbying (P.L. 101-121) A. Summary. Prohibits the use of Federal appropriated funds for lobbying either the executive or legislative branches of the Federal Government in connection with a specific contract, grant, loan, or cooperative agreement.

B. References. Department of the Interior Rules, 43 CFR Part 18, New Restrictions on Lobbying. ·

C. Requirements.

(1) Recipients of Federal grants are prohibited from using Federal appropriated funds, e.g. grants, to pay any person for influencing or attempting to influence an officer or employee of any Federal agency, a member of Congress, or an employee of a member of Congress in connection with a specific contract, grant, loan, or cooperative agreement. (2) Proposals for grants in excess of $100,000 must contain a certification that no part of the funds requested will be used for lobbying. Copies of the certification form, Form 01- 1963, can be obtained from the Regional Offices. (3) Recipients of grants in excess of $100,000 must file a disclosure form on lobbying activities conducted with other than Federal appropriated

Exhibit C Page 11 of 12 funds. Form SF-LLL and SF-LLL­ A, Continuation Sheet, shall be used for this purpose. Copies of the forms can be obtained from the Regional Office.

Exhibit C Page 12 of 12

PREVIOUS EXPERIENCE AND CURRENT COMMITMENTS

Invitation to Bid: CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331 Bid No.: 021-018 Contractor:

PREVIOUS EXPERIENCE Please list in reverse chronological order other projects of the same nature and scope that your company has completed.

Date of Dollar Value of Name of Project Owner: Contact Name Phone Number and/or Email Project Project

CURRENT COMMITMENTS Please provide a detailed list of your company’s current commitments which may potentially impact timely completion of this project.

Name/Nature of Project % Complete Anticipated Completion Date

W:\Board of County Commissioners\Legal Services\Legal\CONTRACTS\2021 Procurement\US 331 Water & Sewer Project\6 - PREVIOUS EXPERIENCE AND CURRENT COMMITMENTS.docx

PUBLIC CONSTRUCTION BOND

BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

BY THIS BOND, We ______, as Principal and ______, a corporation, as Surety, whose address is , , Florida , are bound to Walton County, Florida, a political subdivision of the State of Florida, hereinafter referred to as "COUNTY", in the sum of ______DOLLARS ($______), for the payment of which, we bind ourselves, our heirs, personal representatives, successors, and assigns, jointly and severally.

THE CONDITION OF THIS BOND is that the Principal: 1. Performs the Contract dated ______, 2021, between Principal and County for the construction of a water main, a sewer force main and waste water pumping stations as detailed in the Construction Plans, Technical Specifications and Hand Auger Boring Logs for Invitation to Bid No. 021-018, the Contract being made a part of this bond by reference, at the times and in the manner prescribed in the Contract, and 2. Promptly makes payments to all claimants, as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials, or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the Contract; and 3. Pays County all losses, damages, expenses, costs, and attorney's fees, including appellate proceedings, that County sustains because of a default by Principal under the Contract; and 4. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any claims made against this bond shall be made in accordance with the notice and time limitations specified in Section 255.05(2), Florida Statutes.

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Any changes in or under the Contract Documents and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect surety's obligation under this bond.

Venue for any litigation resulting from this bond shall be Walton County, Florida.

Signed and sealed this ____ day of ______, 2021.

ATTEST: PRINCIPAL

______By:______By: ______(SEAL)

______[PRINT NAME & TITLE]

ATTEST: SURETY

______By:______By: ______

______[PRINT NAME & TITLE]

Page 2 of 2 W:\Board of County Commissioners\Legal Services\Legal\CONTRACTS\2021 Procurement\US 331 Water & Sewer Project\7 - Public Construction Bond.doc

SUBCONTRACTORS AND SUPPLIERS DECLARATION

BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

CONTRACTOR SHALL NOT SUBCONTRACT MORE THAN FIFTY PERCENT (50%) OF THE WORK ON THIS PROJECT.

To enable the County to evaluate the Bidder's qualifications to perform the Project, the Bidder shall list in the spaces below each Subcontractor, Supplier and Materialman whom the Bidder intends to award a subagreement in excess of two percent (2%) of the proposed total contract price. FAILURE TO IDENTIFY SAID SUBCONTRACTORS, SUPPLIERS, OR MATERIALMEN OR TO INDICATE THAT NO SUBAGREEMENT IN EXCESS OF 2 PERCENT (2%) OF THE PROPOSED TOTAL CONTRACT IS INTENDED TO BE AWARDED MAY RESULT IN YOUR BID BEING FOUND NON- RESPONSIVE. List the Subcontractors, Suppliers and Materialmen in descending order, from the highest percentage to the lowest percentage.

The Bidder certifies that the following subcontracting, supplier, or materialman firms, if acceptable to the County, shall be awarded subcontracts for the following portions of the Project in the event that the Bidder is awarded the contract. IN THE EVENT BIDDER IS AWARDED THE CONTRACT FOR THIS PROJECT, ANY CHANGES TO THE FOLLOWING LIST OF SUBCONTRACTORS, SUPPLIERS, OR MATERIALMAN FIRMS MUST BE AUTHORIZED IN WRITING BY THE COUNTY.

SUBCONTRACTORS

PERCENTAGE OF PROPOSED TOTAL WORK TO BE PERFORMED NAME & ADDRESS CONTRACT PRICE NO SUBAGREEMENT IN EXCESS OF 2 PERCENT (2%) OF THE PROPOSED TOTAL CONTRACT IS INTENDED TO BE AWARDED Bidder’s Initials:

(If additional space is needed, please attach a separate page.)

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MATERIALMEN

MATERIAL(S) TO BE NAME & ADDRESS PERCENTAGE OF SUPPLIED PROPOSED TOTAL CONTRACT PRICE

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PUBLIC ENTITY CRIMES

Board of County Commissioners, Walton County, Florida

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

Sworn Statement Under Section 287.133(3)(a), Florida Statutes, on Public Entity Crimes

This form must be signed in the presence of a Notary Public or other officer authorized to administer oaths:

This sworn statement is submitted to The Board of County Commissioners,

Walton County, Florida by ______, who holds the position of ______, [Title] for ______, whose [name of entity submitting sworn statement] business address is ______, and, if applicable, its Federal Employer Identification Number (FEIN) is: ______. (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: ______.)

• I understand that a "public entity crime" as defined in Paragraph 287.133(l)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to, any bid or contract for goods or services to be provided to any public entity or any agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation.

• I understand that "convicted" or "conviction" as defined in Paragraph 287.133(l)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contenders.

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• I understand that an "affiliate" as defined in Paragraph 287.133(l)(a), Florida Statutes, means:

o A predecessor or successor of a person convicted of a public crime; or o An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate.

• I understand that "person" as defined in Paragraph 287.133(l)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity.

• Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. [indicate which statement applies.]

______Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989.

______The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989.

______The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. [attach a copy of the final order]

I understand that the submission of this form to the contracting officer for the Public Entity Identified in Paragraph ONE (1) above is for that Public Entity only and, that this form is valid through December 31 of the calendar year in which it is filed. I also understand that I am required to inform the Public Entity prior to entering into a contract in excess of the threshold

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amount provided in Section 287.017, Florida Statutes for category two of any change in the information contained in this form.

BIDDER: ______

By: ______Printed Name: ______As Its: ______

Date: ______

STATE OF FLORIDA COUNTY OF ______

______who is personally known to me or who produced the following identification of______, and who after first being sworn by me, the undersigned authority, executed the foregoing instrument by means of ☐ physical presence or ☐ online notarization on this_____ day of ______, 2021.

[SEAL] ______NOTARY PUBLIC

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Drug Free Work Place Certification

BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

This form must be completed and attached to bid.

Identical tie bids: preference shall be given to businesses with drug-free work place programs. Whenever two or more bids which are equal with respect to price, quality, and service are received by the state or by any political subdivision for the procurement of commodities or contractual services, a bid received from a business that certified that it has implemented a drug-free work place program shall be given preference in the award process. Established procedures for processing tie bids will be followed if none of the tied vendors have a drug-free work place program. In order to have a drug-free work place program, a business shall:

1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the work place specifying the actions that will be taken against employees for violations of such prohibition.

2. Inform employees about the dangers of drug abuse in the work place, the business’s policy of maintaining a drug-free work place, available drug counseling, rehabilitation providing employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations.

3. Give each employee engaged in providing the commodities of contractual services that are under bid a copy of the statement specified in paragraph #1.

4. In the statement specified in paragraph #1, notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or no contest to, and violation of chapter 893 or of any controlled substance law of the united states or any state, for a violation occurring in the work place no later than five (5) days after such conviction.

5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee’s community, by any employee who is so convicted.

6. Make a good faith effort to continue to maintain a drug-free work place through implementation of this section

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As the person authorized to sign this statement, I certify that this firm complies fully with the above requirements.

______Company Name Authorized Signature

______Federal ID Number or SSN Print Name

______Date

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TRENCH SAFETY COMPLIANCE

BOARD OF COUNTY COMMISSIONERS, WALTON COUNTY, FLORIDA

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

THIS FORM MUST BE SIGNED IN THE PRESENCE OF A NOTARY PUBLIC BY AN OFFICER AUTHORIZED TO ADMINISTER OATHS.

1. This Sworn Statement is submitted with Bid No. ______for ______.

2. This Sworn Statement is submitted by ______whose business address is ______and (if applicable) its Federal Employer Identification Number (FEIN) is ______.

3. My name is ______; I hold the

position of ______with the above entity.

4. The Trench Safety Standard that will be in effect during the construction of this Project is ______. (refer to Fla. Statute or OSHA Standard)

5. The undersigned assures that the entity will comply with the applicable Trench Safety Standards and agrees to indemnify and hold harmless the County and ENGINEER, and any of their agents or employees from any claims arising from the failure to comply with said standard.

6. The undersigned has appropriated $______per linear foot of trench to be excavated over 5' deep for compliance with the applicable standards and intends to comply by instituting the following procedures:

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7. The undersigned has appropriated $______per square foot for compliance with shoring safety requirements and intends to comply by instituting the following procedures:

8. The undersigned, in submitting this Bid, represents that he or she has reviewed and considered all available geotechnical information and made such other investigations and tests as he or she may deem necessary to adequately design the trench safety system(s) he or she will utilize on this Project.

______(Signature)

Date: ______STATE OF FLORIDA COUNTY OF ______

______who is personally known to me, the undersigned authority or who produced the following identification ______, and who after first being sworn by me, executed the foregoing instrument by means of ☐ physical presence or ☐ online notarization on this _____ day of ______, 2021.

[SEAL] ______NOTARY PUBLIC

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QUESTIONNAIRE

Board of County Commissioners Walton County, Florida

Owner: Walton County, Florida

Project Engineer: Ryan Culton, P.E.

Project Name: Construction of Water and Sewer on US Highway 331

______

The undersigned warrants that all statements and answers to questions hereinafter made are current, accurate, and complete as of the date indicated below.

1. Has your organization filed any law suits or requested arbitration, mediation, or any kind dispute resolution or administrative proceeding, with regard to construction contracts within the last ten (10) years? If the answer is yes, identify the proceeding, the parties thereto, and a brief summary of the nature of the dispute and ultimate resolution thereof.

2. Has your organization been sued with regard to a construction contract within the last ten (10) years? If the answer is yes, identify the proceeding, the parties thereto, and a brief summary of the nature of the dispute and ultimate resolution thereof.

3. How many years has your organization been in business as a licensed Contractor under your present business name?

4. Has your organization ever failed to complete work awarded to it? ______If so, where and why?

5. Has any officer or partner of your organization ever been an officer or partner of another organization that failed to complete a construction project? ______If so, state name of individual, organization and reason therefore.

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6. Does your organization now hold valid certificates of competency or licenses for which a specific license is required? ______If so, attach copies of all licenses covering the work under the Bidding/Contract Documents together with the specific political jurisdiction issuing said licenses.

Attachment ______, consisting of ______pages.

7. Identify the Project Superintendent you intend to use for this Project. Also provide the following information, years Project Superintendent has been employed with your organization; the contracts in the last five years that said personnel has worked on; said personnel’s position and responsibilities in said contracts.

Attachment ______, consisting of ______pages.

Signed this ______day of ______, 2021.

Bidder: ______

By: ______

Title: ______

Date: ______

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Board of County Commissioners Walton County, Florida UNAUTHORIZED ALIENS

CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331

Inasmuch as the employment of unauthorized aliens is prohibited by §448.09, Florida Statutes, the County prohibits contracting with firms that knowingly utilize services of unauthorized aliens in the performance of contracts for goods or services with the County. Additionally such firms may not knowingly contract with sub-contractors who utilize the services of unauthorized aliens.

By signing below the bidder swears or affirms that:

His/her company does not knowingly utilize the services of unauthorized aliens in the performance of contracts. The company agrees that the County may conduct random checks of personnel records as they pertain to this issue. Violation of this requirement may result in immediate termination of the contract. Additionally violation of this requirement may result in the company being prohibited from submitting bids/proposals for County contracts for a period of five years. (See Procedure PP-022, Walton County Purchasing Policies and Procedures Manual.)

Signature

Printed Name

Title

Date

STATE OF FLORIDA; COUNTY OF ______;

Subscribed, sworn to and executed the foregoing instrument by means of ☐ physical presence or ☐ online notarization this______day of______, 2021.

______[SEAL] Notary Public

My commission expires______

[ ] Personally known [ ] Produced Identification Type of Identification: ______

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CONFLICT OF INTEREST DISCLOSURE FORM

NAME OF ITB: CONSTRUCTION OF WATER AND SEWER ON US HIGHWAY 331 ITB NO.: 021-018

For purposes of determining any possible conflict of interest, all proposers must disclose if any Walton County employee(s), elected officials(s), or any of its agencies is also an owner, corporate officer, agency, employee, etc., of their business.

Indicate either “yes” (a County employee, elected official, or agency is also associated with your business), or “no”. If yes, give person(s) name(s) and position(s) with your business.

YES______NO______

NAME(S) POSITION(S)

FIRM NAME: ______

BY (PRINTED): ______

BY (SIGNATURE): ______

TITLE: ______

ADDRESS: ______

______

PHONE NO. ______

E-MAIL ______

W:\Board of County Commissioners\Legal Services\Legal\CONTRACTS\2021 Procurement\US Page 13 of 13 331 Water & Sewer Project\8 - Compliance Documents.doc